Both AECOM and the investment group planning to buy its government contracting business could call off the deal if it takes too long to complete, according to a recent financial filing.
AECOM plans to sell its Management Services business to Maverick Purchaser Sub LLC, a joint venture formed by investment firms American Securities and Lindsay Goldberg, under an Oct. 12 purchase deal valued at roughly $2.4 billion.
AECOM said at the time it expected the sale to close by late January.
But both parties retain the right to terminate the deal if it has not closed by Feb. 12, though the deadline could be extended to April 12 if they are still awaiting government regulatory approvals. The purchaser could pay AECOM a termination fee of $141 million if the deal falls through, according to the 8-K financial disclosure report AECOM filed on Oct. 17 with the U.S. Securities and Exchange Commission (SEC).
The deal is subject to the customary closing requirements for large corporate transactions, including the 1976 Hart-Scott-Rodino Antitrust Improvements Act, as amended — which typically requires paperwork be filed with the Federal Trade Commission and Department of Justice followed by a 30-day waiting period. The companies will also need antitrust approval in the European Union “and the absence of any judgment or law preventing or prohibiting the closing,” according to the SEC filing.
The agreement also says the buyer will stop using the AECOM name on anything from stationary to websites within six months of closing.
There is probably a lot of stationary to be changed for AECOM and its joint ventures that contract with the U.S. Department of Energy. AECOM leads a joint venture operating the Waste Isolation Pilot Plant (WIPP) near Carlsbad, N.M., and another AECOM-headed partnership is in charge of remediation at the Oak Ridge Site in Tennessee. The company leads contractors handling radioactive waste management at the Savannah River Site in South Carolina and Hanford Site in Washington state.
The Los Angeles-based engineering and construction giant announced the sale Oct. 14. The company decided to sell Management Services directly rather than following through with its June plan to spin it off via an initial public offering.
