URS begins change-of-control offer for $400 million of 3.85%, 5% notes

By Marisa Wong

Madison, Wis., Sept. 24 – URS Corp. has begun a change-of-control offer to purchase $400 million principal amount of its 3.85% senior notes due 2017 and $600 million principal amount of its 5% senior notes due 2022, according to an 8-K filing with the Securities and Exchange Commission.

URS is offering to repurchase the notes at a purchase price in cash equal to 101% of par, plus accrued interest through the payment date.

The offer will expire at 5 p.m. ET on Oct. 21.

As of the start of the offer on Wednesday, $1 billion principal amount of the notes remained outstanding.

According to the filing, a change of control is expected to occur upon closing of URS’ merger with Aecom Technology Corp., slated for Oct. 17. That change of control, together with an anticipated downgrade of the notes’ credit rating concurrent with or promptly after the merger, constitutes a change-of-control triggering event under the indentures governing the notes.

URS is a San Francisco-based provider of engineering, construction and technical services. Aecom is a Los Angeles-based engineering design firm.

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