8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):  June 30, 2017

AECOM

(Exact name of Registrant as specified in its charter)

Delaware	000-52423	61-1088522
(State or Other Jurisdiction	(Commission	(I.R.S. Employer
of Incorporation)	File Number)	Identification No.)

1999 Avenue of the Stars, Suite 2600

Los Angeles, California  90067

(Address of Principal Executive Offices, including Zip Code)

Registrant’s telephone number, including area code  (213) 593-8000

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o  Pre-commencement communications pursuant to Rule 14d-(b) under the Exchange Act (17 CFR 240.14d-2(b))

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).  Emerging growth company        o

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.      o

Item 7.01  Regulation FD Disclosure.

On June 30, 2017, AECOM issued a press release announcing the completion of its exchange offer to exchange up to $1 billion aggregate principal amount of its newly issued 5.125% Senior Notes due 2027 for a like principal amount of any or all of its outstanding 5.125% Senior Notes due 2027.  The exchange offer expired at 5:00 p.m. New York City time on June 26, 2017 and settlement occurred on June 30, 2017.

A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.

The information contained in this Current Report on Form 8-K and the related press release is being furnished pursuant to Item 7.01, Regulation FD Disclosure. The information and press release furnished is not deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, is not subject to the liabilities of that section and is not deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.

Item 9.01  Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1	Press Release, dated June 30, 2017, entitled “AECOM announces completion of exchange offer.”

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereto duly authorized.

	AECOM
Dated: June 30, 2017	By:	/s/ David Y. Gan
		David Y. Gan
		Senior Vice President, Deputy General Counsel

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EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release, dated June 30, 2017, entitled “AECOM announces completion of exchange offer.”

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EX-99.1

Exhibit 99.1

Press Release	Media Contact: Brendan Ranson-Walsh Vice President, Global External Communications 1.212.739.7212 Brendan.Ranson-Walsh@aecom.com	Investor Contact: Will Gabrielski Vice President, Investor Relations 1.213.593.8208 William.Gabrielski@aecom.com

AECOM announces completion of exchange offer

LOS ANGELES (June 30, 2017) — AECOM (NYSE: ACM), a premier, fully integrated global infrastructure firm, today announced the completion of its exchange offer to exchange up to $1 billion aggregate principal amount of its newly issued 5.125% Senior Notes due 2027 (the “Exchange Notes”), as well as all related guarantees, for a like principal amount of the applicable series of its outstanding 5.125% Senior Notes due 2027 (the “Old Notes”), as well as all related guarantees.

The exchange offer expired at 5:00 p.m. New York City time on June 26, 2017. As of the expiration date, tenders of 99.9 percent of the Old Notes were received. AECOM accepted all of the Old Notes tendered in exchange for a like principal amount of the corresponding series of the Exchange Notes, and settlement occurred on June 30, 2017.

The Exchange Notes are guaranteed by AECOM’s subsidiaries that guaranteed the Old Notes. The sole purpose of the exchange offer was to fulfill AECOM’s obligations under the registration rights agreement related to the Old Notes.

This press release is for informational purposes only and is neither an offer to buy, nor a solicitation of an offer to sell, the Exchange Notes or any other securities, and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which such offer, solicitation or sale would be unlawful.

About AECOM

AECOM (NYSE:ACM) is built to deliver a better world. We design, build, finance and operate infrastructure assets for governments, businesses and organizations in more than 150 countries. As a fully integrated firm, we connect knowledge and experience across our global network of experts to help clients solve their most complex challenges. From high-performance buildings and infrastructure, to resilient communities and environments, to stable and secure nations, our work is transformative, differentiated and vital. A Fortune 500 firm, AECOM had revenue of approximately $17.4 billion during fiscal year 2016. See how we deliver what others can only imagine at aecom.com and @AECOM.