AECOM Announces Pricing of US$1.2 Billion Senior Unsecured Notes Due 2033
AECOM, a globally recognized infrastructure consulting firm with a long-standing reputation for delivering transformative and sustainable infrastructure solutions, has announced the successful pricing of its private offering of US$1.2 billion in aggregate principal amount of senior unsecured notes due in 2033 (the “senior notes”). This latest move underscores the company’s ongoing commitment to proactive capital management and maintaining long-term financial flexibility in support of its strategic growth priorities.
Key Terms of the Offering
According to the official announcement made on July 16, 2025, the senior unsecured notes will carry an interest rate of 6.0% per annum, payable semiannually in arrears. The interest payments will be made every six months until the maturity date, which is set for August 1, 2033, unless the notes are redeemed earlier in accordance with their terms and conditions. The offering has been structured to provide investors with long-term yield and to allow AECOM to take advantage of favorable market conditions for long-dated debt issuance.
The notes will be senior unsecured obligations of AECOM and will be guaranteed by certain of AECOM’s wholly owned domestic subsidiaries. These guarantees are designed to enhance the attractiveness of the offering to institutional investors by providing additional security and assurance regarding the company’s repayment capacity.
The transaction is expected to close on or around July 22, 2025, subject to the satisfaction of customary closing conditions. These may include, but are not limited to, the execution of necessary legal documentation, completion of regulatory filings, and the absence of any material adverse changes in financial markets or the company’s operations.
Use of Proceeds and Debt Management Strategy
AECOM intends to use the net proceeds from the issuance of the senior notes—combined with existing cash reserves—to finance the repurchase of its outstanding 5.125% senior notes due in 2027 (the “2027 Notes”) through a concurrent cash tender offer. The tender offer, which is being conducted simultaneously, is open to all holders of the 2027 Notes and is part of the company’s proactive debt refinancing strategy aimed at optimizing its debt maturity profile and reducing long-term interest expenses.
To the extent any of the 2027 Notes remain outstanding after the conclusion of the tender offer, AECOM may also elect to redeem them under the terms of the existing indenture. Any redemption will be subject to applicable notice provisions, pricing mechanics, and premium payments, if any, as stipulated in the original offering documents of the 2027 Notes. The company also expects to use part of the proceeds to pay for transaction-related fees, premiums, and expenses associated with both the new issuance and the debt retirement.
By refinancing the higher coupon 2027 Notes ahead of maturity with longer-dated, lower-coupon obligations, AECOM is reinforcing its prudent approach to balance sheet management. The transaction allows the company to lock in long-term financing costs while improving its credit metrics and preserving liquidity for growth and operational flexibility.
Private Placement Details and Investor Base
The senior notes and their related subsidiary guarantees are being offered through a private placement, targeting a limited group of institutional investors. Specifically, the notes are being offered in the United States to persons reasonably believed to be “qualified institutional buyers” under Rule 144A of the Securities Act of 1933, as amended (the “Securities Act”). Additionally, the notes are also being offered to non-U.S. persons in offshore transactions pursuant to Regulation S under the Securities Act.
The offer will be conducted strictly in accordance with applicable securities regulations. No public offering is being made, and the notes will not be registered under the Securities Act or any state or foreign securities laws. Consequently, the securities may not be sold or otherwise transferred in the United States unless they are registered or an exemption from registration applies. The offering memorandum provided to potential investors contains detailed information about the company, the terms of the offering, and risk disclosures necessary to inform investment decisions.
Strategic Implications
AECOM’s decision to access the capital markets at this time is indicative of its confidence in its long-term financial position and its outlook for global infrastructure investment. With continued demand for infrastructure modernization, transportation systems, water and environmental services, and energy transition projects, the company is strategically positioning itself to serve clients with sustainable and resilient solutions.
The refinancing transaction supports the company’s broader financial goals, which include maintaining a solid investment-grade credit profile, enhancing free cash flow generation, and returning value to shareholders through share repurchases and dividends. The move also illustrates management’s disciplined approach to capital allocation and reinforces its ability to respond to dynamic market conditions while remaining focused on long-term value creation.
Company Overview
AECOM is a Fortune 500 company and one of the world’s premier infrastructure consulting firms. The company partners with clients in both the public and private sectors to solve complex challenges across the built environment. From planning and designing to engineering and program management, AECOM plays a central role in some of the world’s most ambitious infrastructure projects.
Its portfolio spans diverse markets, including transportation, water, buildings, energy, and the environment. AECOM’s integrated approach to infrastructure solutions emphasizes innovation, sustainability, and technological advancement, leveraging digital tools, environmental science, and stakeholder engagement to deliver value across project lifecycles.
In fiscal year 2024, AECOM reported strong financial performance, bolstered by robust demand across end markets, a disciplined cost structure, and a high-quality backlog of projects. The company continues to generate solid cash flow and maintains a healthy balance sheet with a strategic focus on debt reduction, margin expansion, and long-term shareholder returns.
