URS receives consents to amend 11½% notes, fixes pricing

New York, June 15 - URS Corp. said it received the necessary consents to amend its $130 million of 11½% senior notes due 2009.

The company also said it fixed pricing in the tender offer at $1,113.13 per $1,000 principal amount, plus a possible $30.00 per $1,000 consent payment that will only be paid to holders who tendered with consents by the consent deadline of 5 p.m. ET on June 14.

By the consent deadline, investors had tendered 97.8% of the notes.

Payment for the notes tendered so far was scheduled to be made on June 15, and a supplemental indenture with the changes has been executed.

URS announced on June 1 that it had begun the tender offer for the notes.

It said the price per $1,000 principal amount would be set using a yield to the notes' first call date of 50 basis points over the yield of the 2.5% U.S. Treasury note due Sept. 30, 2006 on June 15.

The total includes a $30.00 per $1,000 consent payment that will only be paid to holders who tendered with consents by June 14.

Under the consent solicitation, URS is seeking to eliminate substantially all of the restrictive covenants and certain events of default and related provisions from the note indenture.

The tender offer expires at 5 p.m. ET on June 29.

URS will also pay accrued interest on the notes.

URS, a San Francisco-based engineering and construction services company, said funding for the tender will come from a public offering of 3.69 million shares of common stock plus, if necessary, available cash and borrowings.

The tender is subject to completion of the stock sale, the tenders of at least two thirds of the outstanding notes and the receipt of waivers under the company's credit facility or the refinancing of that facility.

Credit Suisse First Boston LLC is dealer manager (800 820-1653 or call collect 212 440-8474) and solicitation agent. Georgeson Shareholder Communications Inc. is information agent (800 223-2064 or call collect 212 440-9915).

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