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1、Table of ContentsUNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON,D.C.20549FORM 10-Q(Mark One)QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended March 31,2025OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITI

2、ES EXCHANGE ACT OF 1934For the transition period from to Commission File Number 000-52423_AECOM(Exact name of registrant as specified in its charter)Delaware61-1088522State or Other Jurisdiction OfIncorporation or OrganizationI.R.S.Employer Identification Number13355 Noel RoadDallas,Texas75240Addres

3、s of Principal Executive OfficesZip Code(972)788-1000Registrants Telephone Number,Including Area Code_Former Name,Former Address and Former Fiscal Year,if Changed Since Last ReportSecurities registered pursuant to Section 12(b)of the Act:Title of each classTrading Symbol(s)Name of each exchange on w

4、hich registeredCommon Stock,$0.01 par valueACMNew York Stock ExchangeIndicate by check mark whether the registrant(1)has filed all reports required to be filed by Section 13 or 15(d)of the Securities Exchange Act of 1934 during thepreceding 12 months(or for such shorter period that the registrant wa

5、s required to file such reports),and(2)has been subject to such filing requirements for the past 90 days.Yes No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T(232.405 of this chapt

6、er)during the preceding 12 months(or for such shorter period that the registrant was required to submit such files).Yes No Indicate by check mark whether the registrant is a large accelerated filer,an accelerated filer,a non-accelerated filer,a smaller reporting company,or an emerging growthcompany.

7、See the definitions of“large accelerated filer,”“accelerated filer,”“smaller reporting company,”and“emerging growth company”in Rule 12b-2 of the Exchange Act.Large accelerated filerAccelerated filerNon-accelerated filerSmaller reporting companyEmerging growth companyIf an emerging growth company,ind

8、icate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revisedfinancial accounting standards provided pursuant to Section 13(a)of the Exchange Act.Indicate by check mark whether the registrant is a shell company(as defined in Rule 12

9、b-2 of the Exchange Act).Yes No As of May 2,2025,132,300,603 shares of the registrants common stock were outstanding.Table of ContentsAECOMINDEXPART I.FINANCIAL INFORMATIONItem 1.Financial Statements1Consolidated Balance Sheets as of March 31,2025(unaudited)and September 30,20241Consolidated Stateme

10、nts of Operations for the Three and Six Months Ended March 31,2025(unaudited)and March 31,2024(unaudited)2Consolidated Statements of Comprehensive Income for the Three and Six Months Ended March 31,2025(unaudited)andMarch 31,2024(unaudited)3Consolidated Statements of Stockholders Equity for the Thre

11、e and Six Months Ended March 31,2025(unaudited)andMarch 31,2024(unaudited)5Consolidated Statements of Cash Flows for the Six Months Ended March 31,2025(unaudited)and March 31,2024(unaudited)6Notes to Consolidated Financial Statements(unaudited)7Item 2.Managements Discussion and Analysis of Financial

12、 Condition and Results of Operations28Item 3.Quantitative and Qualitative Disclosures About Market Risk43Item 4.Controls and Procedures43PART II.OTHER INFORMATION44Item 1.Legal Proceedings44Item 1A.Risk Factors44Item 2.Unregistered Sales of Equity Securities and Use of Proceeds44Item 3.Defaults Upon

13、 Senior Securities44Item 4.Mine Safety Disclosure44Item 5.Other Information45Item 6.Exhibits46SIGNATURES47Table of ContentsPART I.FINANCIAL INFORMATIONItem 1.Financial StatementsAECOMConsolidated Balance Sheets(unaudited-in thousands,except share data)March 31,2025September 30,2024ASSETSCURRENT ASSE

14、TS:Cash and cash equivalents$1,372,790$1,316,945 Cash in consolidated joint ventures227,275 263,932 Total cash and cash equivalents1,600,065 1,580,877 Accounts receivablenet2,517,937 2,793,307 Contract assets1,883,302 1,806,458 Prepaid expenses and other current assets792,830 758,693 Current assets

15、held for sale 77,224 Income taxes receivable136,660 159,500 TOTAL CURRENT ASSETS6,930,794 7,176,059 PROPERTY AND EQUIPMENTNET359,097 354,377 DEFERRED TAX ASSETSNET318,307 326,685 INVESTMENTS IN UNCONSOLIDATED JOINT VENTURES143,579 138,067 GOODWILL3,444,057 3,480,155 INTANGIBLE ASSETSNET5,554 6,932 O

16、THER NON-CURRENT ASSETS127,049 147,228 OPERATING LEASE RIGHT-OF-USE ASSETS431,485 432,166 NON-CURRENT ASSETS HELD FOR SALE21,945 TOTAL ASSETS$11,781,867$12,061,669 LIABILITIES AND STOCKHOLDERS EQUITYCURRENT LIABILITIES:Short-term debt$3,223$3,080 Accounts payable2,308,284 2,560,122 Accrued expenses

17、and other current liabilities2,352,901 2,385,731 Income taxes payable25,904 27,418 Contract liabilities1,257,734 1,298,327 Current liabilities held for sale 35,559 Current portion of long-term debt67,123 63,844 TOTAL CURRENT LIABILITIES6,015,169 6,374,081 OTHER LONG-TERM LIABILITIES153,268 156,406 O

18、PERATING LEASE LIABILITIES,NON-CURRENT496,322 510,573 DEFERRED TAX LIABILITY-NET43,860 27,509 PENSION BENEFIT OBLIGATIONS150,777 172,360 LONG-TERM DEBT2,456,184 2,450,330 TOTAL LIABILITIES9,315,580 9,691,259 COMMITMENTS AND CONTINGENCIES(Note 15)AECOM STOCKHOLDERS EQUITY:Common stock-authorized,300,

19、000,000 shares of$0.01 par value as of March 31,2025 and September 30,2024;issued and outstanding132,019,854 and 132,552,407 shares as of March 31,2025 and September 30,2024,respectively1,320 1,326 Additional paid-in capital4,378,663 4,347,197 Accumulated other comprehensive loss(943,127)(882,671)Ac

20、cumulated deficits(1,151,420)(1,281,647)TOTAL AECOM STOCKHOLDERS EQUITY2,285,436 2,184,205 Noncontrolling interests180,851 186,205 TOTAL STOCKHOLDERS EQUITY2,466,287 2,370,410 TOTAL LIABILITIES AND STOCKHOLDERS EQUITY$11,781,867$12,061,669 See accompanying Notes to Consolidated Financial Statements.

21、1Table of ContentsAECOMConsolidated Statements of Operations(unaudited-in thousands,except per share data)Three Months EndedSix Months EndedMarch 31,2025March 31,2024March 31,2025March 31,2024Revenue$3,771,613$3,943,833$7,785,765$7,843,753 Cost of revenue3,480,852 3,682,659 7,226,600 7,338,609 Gross

22、 profit290,761 261,174 559,165 505,144 Equity in earnings(losses)of joint ventures6,864 19,459 16,417(9,482)General and administrative expenses(40,054)(44,686)(80,513)(80,410)Restructuring costs(35,465)(51,645)Income from operations257,571 200,482 495,069 363,607 Other(loss)income(8,748)2,622(1,824)

23、5,191 Interest income14,530 15,422 31,094 27,524 Interest expense(42,205)(47,723)(85,239)(88,980)Income from continuing operations before taxes221,148 170,803 439,100 307,342 Income tax expense for continuing operations51,238 45,385 80,470 72,043 Net income from continuing operations169,910 125,418

24、358,630 235,299 Net loss from discontinued operations(10,370)(109,388)(19,886)(110,675)Net income159,540 16,030 338,744 124,624 Net income attributable to noncontrolling interests from continuingoperations(15,812)(14,113)(27,182)(27,230)Net income attributable to noncontrolling interests from discon

25、tinuedoperations(334)(910)(1,126)(1,949)Net income attributable to noncontrolling interests(16,146)(15,023)(28,308)(29,179)Net income attributable to AECOM from continuing operations154,098 111,305 331,448 208,069 Net loss attributable to AECOM from discontinued operations(10,704)(110,298)(21,012)(1

26、12,624)Net income attributable to AECOM$143,394$1,007$310,436$95,445 Net income(loss)attributable to AECOM per share:Basic continuing operations per share$1.16$0.82$2.50$1.53 Basic discontinued operations per share$(0.08)$(0.81)$(0.16)$(0.83)Basic earnings per share$1.08$0.01$2.34$0.70 Diluted conti

27、nuing operations per share$1.16$0.81$2.48$1.52 Diluted discontinued operations per share$(0.08)$(0.80)$(0.15)$(0.82)Diluted earnings per share$1.08$0.01$2.33$0.70 Weighted average shares outstanding:Basic132,432136,006132,466135,952Diluted133,139136,712133,382136,907See accompanying Notes to Consoli

28、dated Financial Statements.2Table of ContentsAECOMConsolidated Statements of Comprehensive Income(unauditedin thousands)Three Months EndedSix Months EndedMarch 31,2025March 31,2024March 31,2025March 31,2024Net income$159,540$16,030$338,744$124,624 Other comprehensive(loss)income,net of tax:Net unrea

29、lized gain(loss)on derivatives,net of tax(7,186)4,811 1,953(9,401)Foreign currency translation adjustments34,966(27,129)(70,995)33,035 Pension adjustments,net of tax(5,916)2,008 8,395(6,990)Other comprehensive(loss)income,net of tax21,864(20,310)(60,647)16,644 Comprehensive income,net of tax181,404(

30、4,280)278,097 141,268 Noncontrolling interests in comprehensive income of consolidatedsubsidiaries,net of tax(16,343)(14,895)(28,117)(29,216)Comprehensive income attributable to AECOM,net of tax$165,061$(19,175)$249,980$112,052 See accompanying Notes to Consolidated Financial Statements.3Table of Co

31、ntentsAECOMConsolidated Statements of Stockholders Equity(unauditedin thousands)Common StockAdditional Paid-In CapitalAccumulated Other Comprehensive LossAccumulated DeficitsTotal AECOM Stockholders EquityNon-Controlling InterestsTotal Stockholders EquityBALANCE AT SEPTEMBER 30,2024$1,326$4,347,197$

32、(882,671)$(1,281,647)$2,184,205$186,205$2,370,410 Net income 310,436 310,436 28,308 338,744 Dividends declared (69,387)(69,387)(69,387)Other comprehensive income (60,456)(60,456)(191)(60,647)Issuance of stock7 19,157 19,164 19,164 Repurchases of stock(13)(18,448)(110,822)(129,283)(129,283)Stock-base

33、d compensation 30,757 30,757 30,757 Effect of deconsolidation of a joint venture (13,768)(13,768)Contributions from noncontrolling interests 2,335 2,335 Distributions to noncontrolling interests (22,038)(22,038)BALANCE AT MARCH 31,2025$1,320$4,378,663$(943,127)$(1,151,420)$2,285,436$180,851$2,466,28

34、7 Common StockAdditional Paid-In CapitalAccumulated Other Comprehensive LossAccumulated DeficitsTotal AECOM Stockholders EquityNon-Controlling InterestsTotal Stockholders EquityBALANCE AT SEPTEMBER 30,2023$1,362$4,241,523$(926,577)$(1,103,976)$2,212,332$171,379$2,383,711 Net income 95,445 95,445 29,

35、179 124,624 Dividends declared (60,856)(60,856)(60,856)Other comprehensive income 16,607 16,607 37 16,644 Issuance of stock10 16,710 16,720 16,720 Repurchases of stock(13)(21,125)(91,054)(112,192)(112,192)Stock-based compensation 30,611 30,611 30,611 Contributions from noncontrolling interests 5,492

36、 5,492 Distributions to noncontrolling interests (10,399)(10,399)BALANCE AT MARCH 31,2024$1,359$4,267,719$(909,970)$(1,160,441)$2,198,667$195,688$2,394,355 4Table of ContentsAECOMConsolidated Statements of Stockholders Equity(unauditedin thousands)Common StockAdditional Paid-In CapitalAccumulated Ot

37、her Comprehensive LossAccumulated DeficitsTotal AECOM Stockholders EquityNon-Controlling InterestsTotal Stockholders EquityBALANCE AT DECEMBER 31,2024$1,326$4,351,963$(964,794)$(1,184,485)$2,204,010$195,533$2,399,543 Net income 143,394 143,394 16,146 159,540 Dividends declared (34,773)(34,773)(34,77

38、3)Other comprehensive loss 21,667 21,667 197 21,864 Issuance of stock2 12,831 12,833 12,833 Repurchases of stock(8)(65)(75,556)(75,629)(75,629)Stock-based compensation 13,934 13,934 13,934 Effect of deconsolidation of a joint venture (13,768)(13,768)Contributions from noncontrolling interests 2,325

39、2,325 Distributions to noncontrolling interests (19,582)(19,582)BALANCE AT MARCH 31,2025$1,320$4,378,663$(943,127)$(1,151,420)$2,285,436$180,851$2,466,287 Common StockAdditional Paid-In CapitalAccumulated Other Comprehensive LossAccumulated DeficitsTotal AECOM Stockholders EquityNon-Controlling Inte

40、restsTotal Stockholders EquityBALANCE AT DECEMBER 31,2023$1,360$4,245,340$(889,788)$(1,109,616)$2,247,296$180,922$2,428,218 Net loss 1,007 1,007 15,023 16,030 Dividends declared (30,782)(30,782)(30,782)Other comprehensive income (20,182)(20,182)(128)(20,310)Issuance of stock1 5,822 5,823 5,823 Repur

41、chases of stock(2)998 (21,050)(20,054)(20,054)Stock-based compensation 15,559 15,559 15,559 Contributions from noncontrolling interests 2,616 2,616 Distributions to noncontrolling interests (2,745)(2,745)BALANCE AT MARCH 31,2024$1,359$4,267,719$(909,970)$(1,160,441)$2,198,667$195,688$2,394,355 See a

42、ccompanying Notes to Consolidated Financial Statements.5Table of ContentsAECOMConsolidated Statements of Cash Flows(unaudited-in thousands)Six Months Ended March 31,20252024CASH FLOWS FROM OPERATING ACTIVITIES:Net income$338,744$124,624 Adjustments to reconcile net income to net cash provided by ope

43、rating activities:Depreciation and amortization83,827 87,508 Equity in(earnings)losses of unconsolidated joint ventures(10,372)12,882 Distribution of earnings from unconsolidated joint ventures26,786 12,903 Non-cash stock compensation30,757 30,611 Loss on sale of discontinued operations 103,085 Fore

44、ign currency translation(18,262)8,125 Other7,572(274)Changes in operating assets and liabilities,net of effects of acquisitions:Accounts receivable and contract assets211,149(383,534)Prepaid expenses and other assets3,640(5,625)Accounts payable(253,012)147,593 Accrued expenses and other current liab

45、ilities(16,059)84,169 Contract liabilities(40,593)78,109 Other long-term liabilities(22,430)(62,758)Net cash provided by operating activities341,747 237,418 CASH FLOWS FROM INVESTING ACTIVITIES:Payments for business acquisition,net of cash acquired(18,686)Cash outflow from deconsolidation of a joint

46、 venture(45,352)Investment in unconsolidated joint ventures(4,380)(29,930)Return of investment in unconsolidated joint ventures1,844 Proceeds from sale of investments 3,180 Other investing activities14,250 Proceeds from disposal of property and equipment198 249 Payments for capital expenditures(52,5

47、97)(76,734)Net cash used in investing activities(86,037)(121,921)CASH FLOWS FROM FINANCING ACTIVITIES:Proceeds from borrowings under credit agreements1,467,517 2,560,032 Repayments of borrowings under credit agreements(1,486,356)(2,590,331)Cash paid for debt issuance costs(687)Dividends paid(64,626)

48、(55,443)Proceeds from issuance of common stock17,007 14,840 Payments to repurchase common stock(133,619)(113,086)Net Distributions to noncontrolling interests(29,866)(4,907)Other financing activities(5,819)469 Net cash used in financing activities(236,449)(188,426)EFFECT OF EXCHANGE RATE CHANGES ON

49、CASH(4,058)(168)NET INCREASE(DECREASE)IN CASH AND CASH EQUIVALENTS15,203(73,097)CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD1,584,862 1,262,152 CASH AND CASH EQUIVALENTS AT END OF PERIOD1,600,065 1,189,055 LESS CASH AND CASH EQUIVALENTS INCLUDED IN CURRENT ASSETS HELD FOR SALE(3,249)CASH AND CAS

50、H EQUIVALENTS OF CONTINUING OPERATIONS AT END OF PERIOD$1,600,065$1,185,806 See accompanying Notes to Consolidated Financial Statements.6Table of ContentsAECOMNotes to Consolidated Financial Statements(unaudited)1.Basis of PresentationThe accompanying consolidated financial statements of AECOM(the C

51、ompany)are unaudited and,in the opinion of management,include alladjustments,including all normal recurring items necessary for a fair statement of the Companys financial position and results of operations for the periodspresented.All intercompany balances and transactions are eliminated in consolid

52、ation.The consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in theCompanys Form 10-K for the fiscal year ended September 30,2024(the Annual Report).The accompanying unaudited consolidated financial statements andrela

53、ted notes have been prepared in accordance with generally accepted accounting principles(GAAP)in the United States(U.S.)for interim financial informationand with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X.Accordingly,they do not include all of the information and footnotes requir

54、ed by GAAPfor complete financial statements.The consolidated financial statements included in this report have been prepared consistently with the accounting policies described in the Annual Report,except as noted,and should be read together with the Annual Report.The results of operations for the t

55、hree and six months ended March 31,2025 are not necessarily indicative of the results to be expected for the fiscal yearending September 30,2025.As discussed in more detail in Note 3,the Company concluded that its self-perform at-risk construction businesses met the criteria for held for salebeginni

56、ng in the first quarter of fiscal 2020 and met the criteria for discontinued operation classification.As a result,the self-perform at-risk construction businessesare presented in the consolidated statements of operations as discontinued operations for all periods presented.Current and non-current as

57、sets and liabilities of thesebusinesses are presented in the consolidated balance sheets as assets and liabilities held for sale.The Company reports its annual results of operations based on 52-or 53-week periods ending on the Friday nearest September 30.The interimconsolidated financial statements

58、are presented for the periods ending on March 28,2025 and March 29,2024.For clarity of presentation,all periods are presentedas if the periods ended on September 30 and March 31.2.New Accounting Pronouncements and Changes in AccountingIn November 2023,the Financial Accounting Standards Board(FASB)am

59、ended the guidance of Accounting Standards Codification(ASC)280,SegmentReporting,requiring public entities to disclose significant segment expenses and other segment items on an interim basis.The new guidance is effective for theCompany for its annual financial statements in fiscal year 2025 and for

60、 its interim and annual financial statements in fiscal year 2026,with early adoptionpermitted.The Company is currently evaluating the impact that the adoption of this new guidance will have on its financial statement presentation.In December 2023,the FASB issued ASU 2023-09,Income Taxes(Topic 740):I

61、mprovements to Income Tax Disclosures,which includes amendments thatfurther enhance the income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid.Theupdate also includes certain other amendments to improve the effectivene

62、ss of income tax disclosures.The amendments are effective for the Companys annualperiods beginning October 1,2025,with early adoption permitted.The Company is currently evaluating the impact that the adoption of this new guidance will haveon its financial statement presentation.In November 2024,the

63、FASB issued ASU 2024-03 requiring public entities to provide disaggregated disclosures in the notes of the financial statements ofcertain categories of expenses that are included in expense line items on the face of the income statement on an interim basis.The new guidance is effective for theCompan

64、y for its annual financial statements in fiscal year 2027 and for its interim and annual financial statements in fiscal year 2028,with early adoptionpermitted.The Company is currently evaluating the impact that the adoption of this new guidance will have on its financial statements.7Table of Content

65、s3.Discontinued Operations,Goodwill and Intangible AssetsIn the first quarter of fiscal 2020,management approved a plan to dispose of via sale the Companys self-perform at-risk construction businesses.Thesebusinesses include the Companys civil infrastructure,power,and oil and gas construction busine

66、sses that were previously reported in the Companys ConstructionServices segment.After consideration of the relevant facts,the Company concluded the assets and liabilities of its self-perform at-risk construction businesses metthe criteria for classification as held for sale.The Company concluded the

67、 actual and proposed disposal activities represented a strategic shift that would have amajor effect on the Companys operations and financial results and qualified for presentation as discontinued operations in accordance with FASB ASC 205-20.Accordingly,the financial results of the self-perform at-

68、risk construction businesses are presented in the Consolidated Statement of Operations as discontinuedoperations for all periods presented.Current and non-current assets and liabilities of these businesses not sold as of the balance sheet date are presented in theConsolidated Balance Sheets as asset

69、s and liabilities held for sale for both periods presented.The Company completed the sale of its power and oil and gas construction businesses in fiscal 2021 and fiscal 2022,respectively.The Companycompleted the sale of its civil infrastructure construction business to affiliates of Oroco Capital in

70、 the second quarter of fiscal 2021.In the second quarter of fiscal2024,the Company recorded a$103.1 million loss related to a revised estimate of its contingent consideration receivable recognized in its civil infrastructureconstruction business.During the third quarter of fiscal 2024,the Company re

71、solved contingencies related to the sale of its civil infrastructure construction business and receivedequity in the counterparty,and the Company recorded a$12.7 million gain based on the fair value of the equity received.Concurrently,the Company participated asa member of a lending group in a revol

72、ving credit facility for the counterparty,committing to fund$30 million that matures in May 2029.At March 31,2025,thecounterparty had$7.8 million outstanding under the credit facility,and all cash flows were classified as other investing activities.During the second quarter of fiscal 2025,the Compan

73、y and its joint venture counterparty amended the joint venture agreement for a business classified asheld for sale.In connection with the amendment and consistent with ASC 810,Consolidation,the Company reconsidered whether it remained the primarybeneficiary under the variable interest model and conc

74、luded it was no longer the primary beneficiary.As such,the Company deconsolidated the joint venture as ofthe amendment date.The Company continues to present its retained noncontrolling interest as held for sale and equity in earnings from the joint venture arereported in net loss from discontinued o

75、perations.No gain or loss was recognized in the deconsolidation of the joint venture during the second quarter of fiscal2025.The following table represents summarized balance sheet information of assets and liabilities held for sale(in millions):March 31,2025September 30,2024Cash and cash equivalent

76、s$4.0 Receivables and contract assets 73.2 Current assets held for sale$77.2 Investment in unconsolidated joint venture$21.9$Property and equipment,net 16.7 Other 1.2 Write-down of assets to fair value less cost to sell(17.9)Non-current assets held for sale$21.9$Accounts payable and accrued expenses

77、$35.6 Current liabilities held for sale$35.6 8Table of ContentsThe following table represents summarized income statement information of discontinued operations(in millions):Three Months EndedSix Months EndedMarch 31,2025March 31,2024March 31,2025March 31,2024Revenue$55.0$46.5$97.6$101.1 Cost of rev

78、enue51.1 45.0 101.4 97.7 Gross profit(loss)3.9 1.5(3.8)3.4 Equity in losses of joint ventures(6.0)(3.4)(6.0)(3.4)Loss on disposal activities(11.9)(109.6)(16.8)(113.1)Transaction costs(0.2)(0.2)Loss from operations(14.0)(111.7)(26.6)(113.3)Other expense(0.5)(0.4)(1.1)Loss before taxes(14.0)(112.2)(27

79、.0)(114.4)Income tax benefit(3.7)(2.8)(7.1)(3.7)Net loss from discontinuing operations$(10.3)$(109.4)$(19.9)$(110.7)The significant components included in our Consolidated Statement of Cash Flows for the discontinued operations are as follows(in millions):Three Months EndedSix Months EndedMarch 31,2

80、025March 31,2024March 31,2025March 31,2024Payments for capital expenditures$2.1$0.4$2.1 Noncash increase in noncurrent assets held for sale dueto deconsolidation of a joint venture41.6 41.6 Noncash decrease in noncontrolling interest due todeconsolidation of a joint venture$(13.8)$(13.8)$The changes

81、 in the carrying value of goodwill by reportable segment for the six months ended March 31,2025 were as follows:September 30,2024Foreign Exchange ImpactAcquiredMarch 31,2025(in millions)Americas$2,625.7$(9.7)$2,616.0 International854.5(26.4)828.1 Total$3,480.2$(36.1)$3,444.1 The gross amounts and ac

82、cumulated amortization of the Companys acquired identifiable intangible assets with finite useful lives as of March 31,2025and September 30,2024,included in intangible assetsnet,in the accompanying consolidated balance sheets,were as follows:March 31,2025September 30,2024Gross AmountAccumulated Amor

83、tizationIntangible Assets,NetGross AmountAccumulated AmortizationIntangible Assets,NetAmortization Period(in millions)(years)Backlog and customerrelationships$7.4$(1.8)$5.6$671.7$(664.8)$6.9 1-119Table of ContentsAmortization expense of acquired intangible assets included within cost of revenue was$

84、1.5 million and$9.4 million for the six months ended March 31,2025 and 2024,respectively.The following table presents estimated amortization expense of existing intangible assets for the remainder of fiscal 2025 and for thesucceeding years:Fiscal Year(in millions)2025(six months remaining)$0.8 20261

85、.5 20271.5 20281.5 20290.3 Total$5.6 4.Revenue RecognitionThe Company follows accounting principles for recognizing revenue upon the transfer of control of promised goods or services to customers,in an amountthat reflects the expected consideration received in exchange for those goods or services.Th

86、e Company generally recognizes revenues over time as performanceobligations are satisfied.The Company generally measures its progress to completion using an input measure of total costs incurred divided by total costs expectedto be incurred,which it believes to be the best measure of progress toward

87、s completion of the performance obligation.In the course of providing its services,theCompany routinely subcontracts for services and incurs other direct costs on behalf of its clients.These costs are passed through to clients and,in accordance withGAAP,are included in the Companys revenue and cost

88、of revenue.These pass-through revenues for the six months ended March 31,2025 and 2024 were$4.1 billion and$4.3 billion,respectively.Recognition of revenue and profit is dependent upon a number of factors,including the accuracy of a variety of estimates made at the balance sheet date,such as enginee

89、ring progress,material quantities,the achievement of milestones,penalty provisions,labor productivity and cost estimates.Additionally,theCompany is required to make estimates for the amount of consideration to be received,including bonuses,awards,incentive fees,claims,unpriced change orders,penaltie

90、s,and liquidated damages.Variable consideration is included in the estimate of the transaction price only to the extent that a significant reversal would notbe probable.Management continuously monitors factors that may affect the quality of its estimates,and material changes in estimates are disclos

91、ed accordingly.Costs attributable to claims are treated as costs of contract performance as incurred.The following summarizes the Companys major contract types:Cost Reimbursable ContractsCost reimbursable contracts include cost-plus fixed fee,cost-plus fixed rate,and time-and-materials price contrac

92、ts.Under cost-plus contracts,theCompany charges clients for its costs,including both direct and indirect costs,plus a negotiated fee or rate.The Company recognizes revenue based on actual directcosts incurred and the applicable fixed rate or portion of the fixed fee earned as of the balance sheet da

93、te.Under time-and-materials price contracts,the Companynegotiates hourly billing rates and charges its clients based on the actual time that it expends on a project.In addition,clients reimburse the Company for materialsand other direct incidental expenditures incurred in connection with its perform

94、ance under the contract.The Company may apply a practical expedient to recognizerevenue in the amount in which it has the right to invoice if its right to consideration is equal to the value of performance completed to date.Guaranteed Maximum Price Contracts(GMP)GMP contracts share many of the same

95、contract provisions as cost-plus and fixed-price contracts.As with cost-plus contracts,clients are provided adisclosure of all the project costs,and a lump sum or percentage fee is separately identified.The Company provides clients with a guaranteed price for the overallproject(adjusted for change o

96、rders issued by clients)and a schedule including the expected completion date.Cost overruns or costs associated with project delaysin completion could be the Companys responsibility.For many of the Companys GMP contracts,the final price is generally not established until the Company hassubcontracted

97、 a substantial percentage of the trade contracts with terms consistent with the master contract,and it has negotiated additional contractual limitations,such as waivers of consequential damages as well as aggregate caps on liabilities and liquidated damages.Revenue is recognized for GMP contracts as

98、 project costsare incurred relative to total estimated project costs.10Table of ContentsFixed-Price ContractsFixed-price contracts include both lump-sum and fixed-unit price contracts.Under lump-sum contracts,the Company performs all the work under thecontract for a specified fee.Lump-sum contracts

99、are typically subject to price adjustments if the scope of the project changes or unforeseen conditions arise.Underfixed-unit price contracts,the Company performs a number of units of work at an agreed price per unit with the total payment under the contract determined by theactual number of units d

100、elivered.Revenue is recognized for fixed-price contracts using the input method measured on a cost-to-cost basis as the Company believesthis is the best measure of progress towards completion.Disaggregated RevenueThe following tables present the Companys revenues disaggregated by revenue sources:Thr

101、ee Months EndedSix Months EndedMarch 31,2025March 31,2024March 31,2025March 31,2024(in millions)Cost reimbursable$1,463.6$1,605.1$2,969.3$3,222.3 Guaranteed maximum price1,343.6 1,420.7 2,871.0 2,835.6 Fixed-price964.4 918.1 1,945.5 1,785.9 Total revenue$3,771.6$3,943.9$7,785.8$7,843.8 Three Months

102、EndedSix Months EndedMarch 31,2025March 31,2024March 31,2025March 31,2024(in millions)Americas$2,896.9$3,039.1$6,009.0$6,077.9 Europe,Middle East,India,Africa531.3 619.8 1,068.3 1,115.2 Asia-Australia-Pacific343.4 285.0 708.5 650.7 Total revenue$3,771.6$3,943.9$7,785.8$7,843.8 Remaining Unsatisfied

103、Performance ObligationsAs of March 31,2025,the Company had allocated$18.5 billion of transaction price to unsatisfied or partially satisfied performance obligations,of whichapproximately 57%is expected to be satisfied within the next twelve months.The majority of remaining performance obligation aft

104、er the first 12 months areexpected to be recognized over a two-year period.Contract liabilities represent billings as of the balance sheet date,as allowed under the terms of a contract,but not yet recognized as contract revenuepursuant to the Companys revenue recognition policy.The Company recognize

105、d revenue of$771.9 million and$685.3 million during the six months endedMarch 31,2025 and 2024,respectively,that was included in contract liabilities as of September 30,2024 and 2023,respectively.The Companys timing of revenue recognition may not be consistent with its rights to bill and collect cas

106、h from its clients.Those rights are generallydependent upon advance billing terms,milestone billings based on the completion of certain phases of work or when services are performed.The Companysaccounts receivables represent amounts billed to clients that have yet to be collected and represent an un

107、conditional right to cash from its clients.Contract assetsrepresent the amount of contract revenue recognized but not yet billed pursuant to contract terms or accounts billed after the balance sheet date.11Table of ContentsNet accounts receivable consisted of the following:March 31,2025September 30,

108、2024(in millions)Billed$1,938.4$2,184.9 Contract retentions665.6 696.3 Total accounts receivablegross2,604.0 2,881.2 Allowance for doubtful accounts and credit losses(86.1)(87.9)Total accounts receivablenet$2,517.9$2,793.3 Substantially all contract assets as of March 31,2025 and September 30,2024 a

109、re expected to be billed and collected within twelve months,except forclaims.Significant claims recorded in contract assets and other non-current assets were approximately$250 million and$180 million as of March 31,2025 andSeptember 30,2024,respectively.The asset related to the Deactivation,Demoliti

110、on,and Removal Project retained from the MS Purchaser as defined in anddiscussed in Note 15 is presented in prepaid expense and other current assets from continuing operations in the Consolidated Balance Sheet.Contract retentionsrepresent amounts invoiced to clients where payments have been withheld

111、 from progress payments until the contracted work has been completed and approved bythe client but nonetheless represent an unconditional right to cash.The Company considers a broad range of information to estimate expected credit losses including the related ages of past due balances,projections of

112、credit losses based on historical trends,and collection history and credit quality of its clients.Negative macroeconomic trends or delays in payment of outstandingreceivables could result in an increase in the estimated credit losses.No single client accounted for more than 10%of the Companys outsta

113、nding receivables at March 31,2025 and September 30,2024.The Company sold trade receivables to financial institutions,of which$340.5 million and$319.5 million were outstanding as of March 31,2025 andSeptember 30,2024,respectively.The Company does not retain financial or legal obligations for these r

114、eceivables that would result in material losses.TheCompanys ongoing involvement is limited to the remittance of customer payments to the financial institutions with respect to the sold trade receivables.5.Joint Ventures and Variable Interest EntitiesThe Companys joint ventures provide architecture,e

115、ngineering,program management,construction management,operations and maintenance services,and invest in real estate projects.Joint ventures,the combination of two or more partners,are generally formed for a specific project.Management of the jointventure is typically controlled by a joint venture ex

116、ecutive committee,comprised of representatives from the joint venture partners.The joint venture executivecommittee normally provides management oversight and controls decisions which could have a significant impact on the joint venture.Some of the Companys joint ventures have no employees and minim

117、al operating expenses.For these joint ventures,the Companys employees performwork for the joint venture,which is then billed to a third-party customer by the joint venture.These joint ventures function as pass-through entities to bill the third-party customer.For consolidated joint ventures of this

118、type,the Company records the entire amount of the services performed and the costs associated with theseservices,including the services provided by the other joint venture partners,in the Companys result of operations.For certain of these joint ventures where a fee isadded by an unconsolidated joint

119、 venture to client billings,the Companys portion of that fee is recorded in equity in earnings of joint ventures.The Company also has joint ventures that have their own employees and operating expenses,and to which the Company generally makes a capitalcontribution.The Company accounts for these join

120、t ventures either as consolidated entities or equity method investments based on the criteria further discussedbelow.12Table of ContentsThe Company follows guidance on the consolidation of variable interest entities(VIEs)that requires companies to utilize a qualitative approach todetermine whether i

121、t is the primary beneficiary of a VIE.The process for identifying the primary beneficiary of a VIE requires consideration of the factors thatindicate a party has the power to direct the activities that most significantly impact the joint ventures economic performance,including powers granted to the

122、jointventures program manager,powers contained in the joint venture governing board and,to a certain extent,a companys economic interest in the joint venture.TheCompany analyzes its joint ventures and classifies them as either:a VIE that must be consolidated because the Company is the primary benefi

123、ciary or the joint venture is not a VIE and the Company holds the majorityvoting interest with no significant participative rights available to the other partners;ora VIE that does not require consolidation and is treated as an equity method investment because the Company is not the primary benefici

124、ary or thejoint venture is not a VIE and the Company does not hold the majority voting interest.As part of the above analysis,if it is determined that the Company has the power to direct the activities that most significantly impact the joint ventureseconomic performance,the Company considers whethe

125、r or not it has the obligation to absorb losses or rights to receive benefits of the VIE that could potentially besignificant to the VIE.Contractually required support provided to the Companys joint ventures is further discussed in Note 15.Summary of financial information of the consolidated joint v

126、entures is as follows:March 31,2025(unaudited)September 30,2024(in millions)Current assets$723.5$836.9 Non-current assets89.8 83.1 Total assets$813.3$920.0 Current liabilities$644.9$763.6 Non-current liabilities6.2 1.5 Total liabilities651.1 765.1 Total AECOM deficit(17.2)(17.2)Noncontrolling intere

127、sts179.4 172.1 Total owners equity162.2 154.9 Total liabilities and owners equity$813.3$920.0 Total revenue of the consolidated joint ventures was$783.7 million and$1,171.4 million for the six months ended March 31,2025 and 2024,respectively.The assets of the Companys consolidated joint ventures are

128、 restricted for use only by the particular joint venture and are not available for the general operations ofthe Company.13Table of ContentsSummary of unaudited financial information of the unconsolidated joint ventures,as derived from their unaudited financial statements,was as follows:March 31,2025

129、September 30,2024(in millions)Current assets$1,418.7$1,379.0 Non-current assets765.2 799.9 Total assets$2,183.9$2,178.9 Current liabilities$1,051.1$976.3 Non-current liabilities75.1 114.8 Total liabilities1,126.2 1,091.1 Joint ventures equity1,057.7 1,087.8 Total liabilities and joint ventures equit

130、y$2,183.9$2,178.9 AECOMs investment in unconsolidated joint ventures$143.6$138.1 Six Months EndedMarch 31,2025March 31,2024(in millions)Revenue$1,373.6$696.4 Cost of revenue1,336.8 645.9 Gross profit$36.8$50.5 Net income$34.1$50.7 Summary of AECOMs equity in earnings of unconsolidated joint ventures

131、 is as follows:Six Months EndedMarch 31,2025March 31,2024(in millions)Pass-through joint ventures$17.3$17.6 Other joint ventures(0.9)(27.1)Total$16.4$(9.5)6.Pension Benefit ObligationsIn the U.S.,the Company sponsors various qualified defined benefit pension plans.Benefits under these plans generall

132、y are based on the employees yearsof creditable service and compensation;however,all U.S.defined benefit plans are closed to new participants and have frozen accruals.The Company also sponsors various non-qualified plans in the U.S.;all of these plans are frozen.Outside the U.S.,the Company sponsors

133、 various pensionplans,which are appropriate to the country in which the Company operates,some of which are government mandated.14Table of ContentsThe components of net periodic benefit cost other than the service cost component are included in other income in the consolidated statement ofoperations.

134、The following table details the components of net periodic benefit cost for the Companys pension plans for the three and six months ended March 31,2025 and 2024:Three Months EndedSix Months EndedMarch 31,2025March 31,2024March 31,2025March 31,2024U.S.Intl U.S.Intl U.S.Intl U.S.Int(in millions)Compon

135、ents of net periodic benefit cost:Service costs$0.1$0.1$Interest cost on projected benefit obligation1.9 9.6 2.5 10.9 3.9 19.5 4.9 2Expected return on plan assets(1.2)(12.5)(1.4)(14.2)(2.4)(25.3)(2.8)(2Amortization of net loss(gain)1.0(0.3)0.7(0.6)1.9(0.6)1.5(Net periodic benefit cost(credit)$1.7$(3

136、.1)$1.8$(3.9)$3.4$(6.3)$3.6$(The total amounts of employer contributions paid for the six months ended March 31,2025 were$4.8 million for U.S.plans and$10.9 million for non-U.S.plans.The expected remaining scheduled annual employer contributions for the fiscal year ending September 30,2025 are$6.4 m

137、illion for U.S.plans and$12.5 million for non-U.S.plans.7.DebtDebt consisted of the following:March 31,2025September 30,2024(in millions)Credit Agreement$1,443.2$1,446.6 2027 Senior Notes997.3 997.3 Other debt106.4 95.9 Total debt2,546.9 2,539.8 Less:Current portion of debt and short-term borrowings

138、(70.3)(66.9)Less:Unamortized debt issuance costs(20.4)(22.6)Long-term debt$2,456.2$2,450.3 The following table presents,in millions,scheduled maturities of the Companys debt as of March 31,2025:Fiscal Year2025(six months remaining)$53.4 202633.3 20271,023.2 202816.7 2029757.5 Thereafter662.8 Total$2

139、,546.9 15Table of ContentsCredit AgreementOn April 19,2024,the Company entered into Amendment No.14 to Syndicated Facility Agreement(as amended,modified or otherwise supplemented,the Credit Agreement),pursuant to which the Company obtained a new$1,500,000,000 revolving credit facility(the“New Revolv

140、ing Credit Facility”),a new$750,000,000 term loan A facility(the“New Term A Facility”and,together with the New Revolving Credit Facility,the“New Pro Rata Facilities”)and a new$700,000,000 term loan B facility(the“New Term B Facility”and,together with the New Pro Rata Facilities,the“New Credit Facili

141、ties”).The New RevolvingCredit Facility and the New Term A Facility mature on April 19,2029.The New Term B Facility matures on April 19,2031.The New Term A Facility and the NewTerm B Facility were borrowed in full on April 19,2024 in U.S.dollars.Loans under the New Revolving Credit Facility may be b

142、orrowed,and letters of creditthereunder may be issued,in U.S.dollars or in certain foreign currencies.The New Credit Facilities replace in full the Companys existing revolving credit facility,term loan A facility and term loan B facility,and borrowings under the New Credit Facilities were used to re

143、finance in full the Companys existing credit facilitiesand for general corporate purposes.The Credit Agreement permits the Company to designate certain of its subsidiaries as additional co-borrowers from time totime.Currently,there are no co-borrowers under the New Credit Facilities.On October 29,20

144、24,the Company entered into Amendment No.15 to SyndicatedFacility Agreement,pursuant to which the Company reduced the interest rate spread applicable to its New Term B Facility.Borrowings under(a)the New Revolving Credit Facility(in U.S.dollars)and the New Term A Facility bear interest at a rate per

145、 annum equal to,at theCompanys option,(i)a Term SOFR rate(with a 0%floor and SOFR adjustment of 0.10%)or(ii)a base rate(with a 0%floor),in each case,plus an applicablemargin of 1.225%in the case of the Term SOFR rate and 0.225%in the case of the base rate,and(b)the New Revolving Credit Facility in c

146、urrencies other thanU.S.dollars bear interest at a rate per annum equal to the applicable reference rate for such currency(including any related adjustments),plus an applicable marginof 1.225%.The applicable margin is subject,in each case,to adjustment based on the Companys consolidated leverage rat

147、io from time to time.Borrowings under the New Term B Facility,after giving effect to Amendment No.15 to Syndicated Facility Agreement,bear interest at a rate per annumequal to,at the Companys option,(a)a Term SOFR rate(with a 0%floor and a SOFR adjustment of 0%)or(b)a base rate(with a 0%floor),in ea

148、ch case,plus anapplicable margin of 1.75%in the case of the Term SOFR rate and 0.75%in the case of the base rate.Certain of the Companys material subsidiaries(the“Guarantors”)have guaranteed the Companys obligations of the borrowers under the CreditAgreement,subject to certain exceptions.The borrowe

149、rs obligations under the Credit Agreement are secured by a lien on substantially all of the Companys assetsand its Guarantors assets,subject to certain exceptions.The Credit Agreement contains customary negative covenants that include,among other things,limitations on the ability of the Company and

150、certain of itssubsidiaries,subject to certain exceptions,to incur liens and debt,make investments,dispositions,and restricted payments,change the nature of their business,consummate mergers,consolidations and the sale of all or substantially all of their respective assets and transact with affiliate

151、s.The Company is also required tomaintain a consolidated leverage ratio of less than or equal to 4.00 to 1.00(subject to certain adjustments in connection with permitted acquisitions),tested on aquarterly basis(the“Financial Covenant”).The Financial Covenant does not apply to the New Term B Facility

152、.As of March 31,2025,the Company was incompliance with the covenants of the Credit Agreement.The Credit Agreement contains customary affirmative covenants,including,among other things,compliance with applicable law,preservation ofexistence,maintenance of properties and of insurance,and keeping prope

153、r books and records.The Credit Agreement contains customary events of default,including,among other things,nonpayment of principal,interest or fees,cross-defaults to other debt,inaccuracies of representations and warranties,failure toperform covenants,events of bankruptcy and insolvency,change of co

154、ntrol and unsatisfied judgments,subject in certain cases to notice and cure periods and otherexceptions.At March 31,2025 and September 30,2024,letters of credit totaled$4.4 million and$4.4 million,respectively,under the Companys New RevolvingCredit Facility.As of March 31,2025 and September 30,2024,

155、the Company had$1,495.6 million and$1,495.6 million,respectively,available under its NewRevolving Credit Facility.2027 Senior NotesOn February 21,2017,the Company completed a private placement offering of$1,000,000,000 aggregate principal amount of its unsecured 5.125%SeniorNotes due 2027(the“2027 S

156、enior Notes”).On June 30,2017,the Company completed an exchange offer to exchange the unregistered 2027 Senior Notes forregistered notes,as well as related guarantees.16Table of ContentsAs of March 31,2025,the estimated fair value of the 2027 Senior Notes was approximately$997.3 million.The fair val

157、ue of the 2027 Senior Notes as ofMarch 31,2025 was derived by taking the mid-point of the trading prices from an observable market input(Level 2)in the secondary bond market and multiplyingit by the outstanding balance of the 2027 Senior Notes.Interest is payable on the 2027 Senior Notes at a rate o

158、f 5.125%per annum.Interest on the 2027 SeniorNotes is payable semi-annually on March 15 and September 15 of each year,commencing on September 15,2017.The 2027 Senior Notes will mature on March15,2027.At any time and from time to time prior to December 15,2026,the Company may redeem all or part of th

159、e 2027 Senior Notes,at a redemption price equalto 100%of their principal amount,plus a“make whole”premium as of the redemption date,and accrued and unpaid interest to the redemption date.On or afterDecember 15,2026,the Company may redeem all or part of the 2027 Senior Notes at a redemption price equ

160、al to 100%of their principal amount,plus accrued andunpaid interest on the redemption date.The indenture pursuant to which the 2027 Senior Notes were issued contains customary events of default,including,among other things,payment default,exchange default,failure to provide notices thereunder and pr

161、ovisions related to bankruptcy events.The indenture also contains customary negative covenants.The Company was in compliance with the covenants relating to the 2027 Senior Notes as of March 31,2025.Other Debt and Other ItemsOther debt consists primarily of obligations under capital leases and loans,

162、and unsecured credit facilities.The Companys unsecured credit facilities areprimarily used for standby letters of credit issued in connection with general and professional liability insurance programs and for contract performance guarantees.At March 31,2025 and September 30,2024,these outstanding st

163、andby letters of credit totaled$889.3 million and$934.5 million,respectively.As of March 31,2025,the Company had$387.5 million available under these unsecured credit facilities.Effective Interest RateThe Companys average effective interest rate on its total debt,including the effects of the interest

164、 rate swap and interest rate cap agreements,during thesix months ended March 31,2025 and 2024 was 5.1%and 5.5%,respectively.Interest expense in the consolidated statements of operations included amortization of deferred debt issuance costs for the three and six months endedMarch 31,2025 of$1.2 milli

165、on and$2.6,respectively,and for the three and six months ended March 31,2024 of$1.2 million and$2.4 million,respectively.8.Derivative Financial Instruments and Fair Value MeasurementsThe Company uses interest rate derivative contracts to hedge interest rate exposures on the Companys variable rate de

166、bt.The Company enters into foreigncurrency derivative contracts with financial institutions to reduce the risk that its cash flows and earnings will be adversely affected by foreign currency exchangerate fluctuations.The Companys hedging program is not designated for trading or speculative purposes.

167、The Company recognizes derivative instruments as either assets or liabilities on the accompanying consolidated balance sheets at fair value.The Companyrecords changes in the fair value(i.e.,gains or losses)of the derivatives that have been designated as accounting hedges in the accompanying consolid

168、atedstatements of operations as cost of revenue,interest expense or to accumulated other comprehensive loss in the accompanying consolidated balance sheets.Cash Flow HedgesThe Company uses interest rate swap and interest rate cap agreements designated as cash flow hedges to limit exposure to variabl

169、e interest rates onportions of the Companys debt.The Company initially reports any gain on the effective portion of a cash flow hedge as a component of accumulated othercomprehensive loss.Depending on the type of cash flow hedge,the gain is subsequently reclassified against interest expense when the

170、 interest expense on thevariable rate debt is recognized.If the hedged transaction becomes probable of not occurring,any gain or loss related to interest rate swap or interest rate capagreements would be recognized in other income.17Table of ContentsThe notional principal,fixed rates and related eff

171、ective and expiration dates of the Companys outstanding interest rate swap agreements were as follows:March 31,2025Notional Amount CurrencyNotional Amount(in millions)Fixed RateEffective DateExpiration DateUSD400.01.283%February 2023March 2028 September 30,2024Notional Amount CurrencyNotional Amount

172、(in millions)Fixed RateEffective DateExpiration DateUSD400.01.283%February 2023March 2028In the fourth quarter of fiscal 2021,the Company entered into interest rate swap agreements with a notional value of$400.0 million to manage the interestrate exposure of its variable rate loans.The swaps became

173、effective February 2023 and terminate in March 2028.By entering into the swap agreements,theCompany converted a portion of the SOFR rate-based liability into a fixed rate liability.The Company will pay a fixed rate of 1.283%and receive payment at theprevailing one-month SOFR.In the third quarter of

174、fiscal 2022,the Company purchased interest rate cap agreements with a notional value of$300.0 million to manage interest rateexposure of its variable rate loans.The caps became effective on June 30,2022 and terminate in March 2028.The caps reduce the Companys exposure to one-month SOFR.In the event

175、one-month SOFR exceeds 3.465%,the Company will receive the spread between prevailing one-month SOFR and 3.465%.See Note 14 for accumulated balances and reporting period activities of derivatives related to reclassifications out of accumulated other comprehensiveloss for the six months ended March 31

176、,2025 and 2024.Additionally,there were no material losses recognized in income due to amounts excluded fromeffectiveness testing from the Companys interest rate swap agreements.Other Foreign Currency Forward ContractsThe Company uses foreign currency forward contracts which are not designated as acc

177、ounting hedges to hedge intercompany transactions and othermonetary assets or liabilities denominated in currencies other than the functional currency of a subsidiary.Gains and losses on these contracts were not material forthe six months ended March 31,2025 and 2024.Fair Value MeasurementsThe fair

178、values of the interest rate swap and interest rate cap agreements were derived by taking the net present value of the expected cash flows usingobservable market inputs(Level 2)such as SOFR rate curves,futures,volatilities and basis spreads(when applicable).As discussed in Note 3,the Company received

179、 an equity investment in the civil infrastructure construction business buyer and concurrently participated asa member of a lending group in a revolving credit facility.The Company elected the fair value option for its equity investment due to the availability of quotedprices of identical assets.The

180、 fair value option was also elected for the credit facility investment.Changes in fair value of both investments are classified withinother income on the consolidated statements of operations.The Company records interest income at the stated coupon rate of the credit facility and classifies itwithin

181、 interest income on the consolidated statement of operations.Fair value for the equity investment is determined using Level 1 inputs,and fair value of thecredit facility investment is determined using Level 3 inputs,such as estimated cash flows and estimated discount rates.The Company recorded a los

182、s of$5.6 million in other income in the first six months of fiscal 2025 representing the decrease in fair value of these investments.18Table of ContentsBelow are the Companys non-pension financial assets and liabilities recorded at fair value on a recurring basis within the ASC 820-10 fair valuehier

183、archy:March 31,2025Balance Sheet LocationQuoted Prices inActive Markets forIdentical Assets(Level1)SignificantObservable Inputs(Level 2)SignificantUnobservable Inputs(Level 3)Total Fair ValueInterest rate contractsOther current assets$9.8$9.8 Interest rate contractsOther non-current assets 16.8 16.8

184、 Interest rate contractsOther current liabilities(0.8)(0.8)Interest rate contractsOther long-term liabilities(2.0)(2.0)Credit facility investmentOther non-current assets 8.3 8.3 Equity investmentOther non-current assets13.8 13.8 Total net assets at fair value$13.8$23.8$8.3$45.9 September 30,2024Bala

185、nce Sheet LocationQuoted Prices inActive Markets forIdentical Assets(Level1)SignificantObservable Inputs(Level 2)SignificantUnobservable Inputs(Level 3)Total Fair ValueInterest rate contractsOther current assets$9.2$9.2 Interest rate contractsOther non-current assets 16.5 16.5 Interest rate contract

186、sOther current liabilities(0.9)(0.9)Interest rate contractsOther long-term liabilities(3.6)(3.6)Credit facility investmentOther non-current assets 21.9 21.9 Equity investmentOther non-current assets19.4 19.4 Total net assets at fair value$19.4$21.2$21.9$62.5 The table below sets forth a summary of c

187、hanges in the fair value of the Companys Level 3 investment assets:Six Months Ended March 31,2025Beginning BalanceInvestmentGains/(Losses)Interest EarnedLoansCollectionsEnding BalanceCredit facility investment including accruedinterest$21.9 0.7 8.0(22.3)$8.3 9.Share-based PaymentsThe Company grants

188、stock units to employees under its Performance Earnings Program(PEP),whereby units are earned and issued dependent uponmeeting established cumulative performance objectives and vest over a three-year service period.Additionally,the Company issues restricted stock units toemployees and directors whic

189、h are earned based on service conditions.The grant date fair value of PEP awards and restricted stock unit awards is primarily basedon that days closing market price of the Companys common stock.19Table of ContentsRestricted stock units and PEP unit activity for the six months ended March 31 was as

190、follows:20252024Restricted Stock UnitsWeighted Average Grant-Date Fair ValuePEP UnitsWeighted Average Grant-Date Fair ValueRestricted Stock UnitsWeighted Average Grant-Date Fair ValuePEP UnitsWeighted Average Grant-Date Fair Value(in millions)(in millions)(in millions)(in millions)Outstanding at Sep

191、tember 30,0.8$83.96 0.7$95.38 0.8$68.34 0.7$75.54 Granted0.2$110.73 0.2$129.37 0.3$92.32 0.2$104.82 PEP units earned$0.1$85.46$0.2$52.49 Vested(0.2)$75.79(0.3)$85.46(0.3)$49.99(0.4)$52.49 Outstanding at March 31,0.8$95.54 0.7$109.67 0.8$83.90 0.7$95.37 Total compensation expense related to these sha

192、re-based payments including stock options was$30.8 million and$30.6 million during the six monthsended March 31,2025 and 2024,respectively.Unrecognized compensation expense related to total share-based payments outstanding as of March 31,2025 andSeptember 30,2024 was$102.3 million and$68.7 million,r

193、espectively,to be recognized on a straight-line basis over the awards respective vesting periods whichare generally three years.10.Income TaxesThe Companys effective tax rate was 18.3%and 23.4%for the six months ended March 31,2025 and 2024,respectively.The most significant itemscontributing to the

194、difference between the statutory U.S.federal corporate tax rate of 21.0%and the Companys effective tax rate for the six-month period endedMarch 31,2025 were a tax benefit of$35.2 million related to income tax credits and incentives,tax expense of$33.2 million related to foreign residual income,atax

195、benefit of$20.1 million related to deferred tax assets recognized due to legal entity restructuring,and tax expense of$14.0 million related to state income taxes.All these items,except for the deferred tax assets benefit,are expected to have a continuing impact on the effective tax rate for the rema

196、inder of the fiscal year.The most significant items contributing to the difference between the statutory U.S.federal corporate tax rate of 21.0%and the Companys effective taxrate for the six-month period ended March 31,2024 were a tax benefit of$29.4 million related to income tax credits and incenti

197、ves,tax expense of$26.2 millionrelated to foreign residual income,tax expense of$12.3 million related to state income taxes,a tax benefit of$6.9 million related to an audit settlement,and taxexpense of$6.6 million related to changes in valuation allowances.During the first quarter of fiscal 2025,the

198、 Company recognized deferred tax assets of$20.1 million related to legal entity restructuring.The restructuringresulted in the recognition of deferred tax assets related to tax attributes that are expected to be utilized against future taxable income.During the first quarter of fiscal 2024,the Compa

199、ny settled its tax audit in Hong Kong for fiscal year 2011 through fiscal year 2021 and recorded a taxbenefit of$6.9 million due primarily to changes in uncertain tax positions.The Company is utilizing the annual effective tax rate method under ASC 740 to compute its interim tax provision.The Compan

200、ys effective tax ratefluctuates from quarter to quarter due to various factors including the change in the mix of global income and expenses,outcomes of administrative audits,changesin the assessment of valuation allowances due to managements consideration of new positive or negative evidence during

201、 the quarter,and changes in enacted taxlaws.The U.S.and many international legislative and regulatory bodies have proposed legislation that could significantly impact how our business activities aretaxed.These proposed changes could have a material impact on the Companys income tax expense and defer

202、red tax balances.The Company is currently under tax audit in several jurisdictions including the U.S.where its federal income tax returns for fiscal 2017 through 2020 arebeing examined by the IRS.Disputes can arise with tax authorities involving issues related to the timing of deductions,the calcula

203、tion and use of credits,and thetaxation of income in various tax jurisdictions because of differing interpretations or application of tax laws,regulations,and relevant facts.The IRS is currentlyauditing certain tax credits and the methodology for calculating the credits.While the Company has histori

204、cally been able to sustain the credits in previous auditcycles without adjustment,the Company believes its reasonably possible there could be an adjustment to the liability for uncertain tax positions within the nexttwelve months related to this issue.However,the Company is not able to reasonably es

205、timate the range of potential outcomes.20Table of ContentsGenerally,the Company does not provide for U.S.taxes or foreign withholding taxes on gross book-tax differences in its non-U.S.subsidiaries becausesuch basis differences of approximately$1.2 billion are able to and intended to be reinvested i

206、ndefinitely.If these basis differences were distributed,foreign taxcredits could become available under current law to partially or fully reduce the resulting U.S.income tax liability.There may also be additional U.S.or foreignincome tax liability upon repatriation,although the calculation of such a

207、dditional taxes is not practicable.11.Earnings Per ShareBasic earnings per share(EPS)excludes dilution and is computed by dividing net income attributable to AECOM by the weighted average number ofcommon shares outstanding for the period.Diluted EPS is computed by dividing net income attributable to

208、 AECOM by the weighted average number of commonshares outstanding and potential common shares for the period.The Company includes as potential common shares the weighted average dilutive effects of equityawards using the treasury stock method.For the three and six months ended March 31,2025 and 2024

209、,equity awards excluded from the calculation of potentialcommon shares were not significant.The following table sets forth a reconciliation of the denominators for basic and diluted earnings per share:Three Months EndedSix Months EndedMarch 31,2025March 31,2024March 31,2025March 31,2024(in millions)

210、Denominator for basic earnings per share132.4136.0132.5136.0Potential common shares0.70.70.90.9Denominator for diluted earnings per share133.1136.7133.4136.912.LeasesThe Company and its subsidiaries are lessees in non-cancelable leasing agreements for office buildings and equipment.Substantially all

211、 of the Companysoffice building leases are operating leases,and its equipment leases are both operating and finance leases.The Company groups lease and non-lease components forits equipment leases into a single lease component but separates lease and non-lease components for its office building leas

212、es.The Company recognizes a right-of-use asset and lease liability for its operating leases at the commencement date equal to the present value of thecontractual minimum lease payments over the lease term.The present value is calculated using the rate implicit in the lease,if known,or the Companysin

213、cremental secured borrowing rate.The discount rate used for operating leases is primarily determined based on an analysis of the Companys incremental securedborrowing rate,while the discount rate used for finance leases is primarily determined by the rate specified in the lease.The related lease pay

214、ments are expensed on a straight-line basis over the lease term,including,as applicable,any free-rent period during which theCompany has the right to use the asset.For leases with renewal options where the renewal is reasonably assured,the lease term,including the renewal period,isused to determine

215、the appropriate lease classification and to compute periodic rental expense.Leases with initial terms shorter than 12 months are not recognized onthe balance sheet,and lease expense is recognized on a straight-line basis.The components of lease expenses are as follows:Three Months EndedSix Months En

216、dedMarch 31,2025March 31,2024March 31,2025March 31,2024(in millions)Operating lease cost$36.2$37.7$73.1$75.1 Finance lease cost:Amortization of right-of-use assets8.2 7.3 16.3 14.1 Interest on lease liabilities0.9 0.7 1.8 1.5 Variable lease cost8.0 8.6 16.2 17.5 Total lease cost$53.3$54.3$107.4$108.

217、2 21Table of ContentsAdditional balance sheet information related to leases is as follows:As ofAs of(in millions except as noted)Balance Sheet ClassificationMarch 31,2025September 30,Assets:Operating lease assetsOperating lease right-of-use assets$431.5$Finance lease assetsProperty and equipment net

218、70.4 Total lease assets$501.9$Liabilities:Current:Operating lease liabilitiesAccrued expenses and other current liabilities$133.0$Finance lease liabilitiesCurrent portion of long-term debt28.5 Total current lease liabilities161.5 Non-current:Operating lease liabilitiesOperating lease liabilities,non

219、current496.3 Finance lease liabilitiesLong-term debt42.9 Total non-current lease liabilities$539.2$As ofAs ofMarch 31,2025September 30,2024Weighted average remaining lease term(in years):Operating leases6.16.2Finance leases2.72.6Weighted average discount rates:Operating leases5.2%5.1%Finance leases4

220、.7%4.4%Additional cash flow information related to leases is as follows:Six Months EndedMarch 31,2025March 31,2024(in millions)Cash paid for amounts included in the measurement of lease liabilities:Operating cash flows from operating leases$85.2$92.7 Operating cash flows from finance leases1.8 1.6 F

221、inancing cash flows from finance leases15.7 15.1 Right-of-use assets obtained in exchange for new operating leases56.6 38.0 Right-of-use assets obtained in exchange for new finance leases26.9 17.9 22Table of ContentsTotal remaining lease payments under both the Companys operating and finance leases

222、are as follows:Operating LeasesFinance LeasesFiscal Year(in millions)2025(six months remaining)$83.6$16.5 2026145.8 28.8 2027116.2 20.2 2028100.9 10.2 202984.4 0.8 Thereafter204.4 Total lease payments$735.3$76.5 Less:Amounts representing interest$(106.0)$(5.1)Total lease liabilities$629.3$71.4 13.Ot

223、her Financial InformationAccrued expenses and other current liabilities consist of the following:March 31,2025September 30,2024(in millions)Accrued salaries and benefits$600.2$620.4 Accrued contract costs1,411.0 1,354.7 Other accrued expenses341.7 410.6 Total$2,352.9$2,385.7 Accrued contract costs a

224、bove include balances related to professional liability accruals of$853.7 million and$831.8 million as of March 31,2025 andSeptember 30,2024,respectively.The remaining accrued contract costs primarily relate to costs for services provided by subcontractors and other non-employees.Liabilities recorde

225、d related to accrued contract losses were not material as of March 31,2025 and September 30,2024.The Company did not have materialrevisions to estimates for contracts where revenue is recognized using the input method during the six months ended March 31,2025 and 2024.During the first sixmonths of f

226、iscal 2025,the Company did not initiate any new transformational restructuring activities.During the first six months of fiscal 2024,the Companyincurred restructuring expenses of$51.6 million,including personnel and other costs of$38.6 million and real estate costs of$13.0 million,of which$7.3 milli

227、onwas accrued and unpaid at March 31,2024.On March 6,2025,the Companys Board of Directors declared a quarterly cash dividend of$0.26 per share,which was paid on April 17,2025 tostockholders of record as of the close of business on April 2,2025.As of March 31,2025,accrued and unpaid dividends totaled

228、$36.6 million and were classifiedwithin other accrued expenses on the consolidated balance sheet.14.Reclassifications out of Accumulated Other Comprehensive LossThe accumulated balances and reporting period activities for the three and six months ended March 31,2025 and 2024 related to reclassificat

229、ions out ofaccumulated other comprehensive loss are summarized as follows(in millions):Pension Related AdjustmentsForeign Currency Translation AdjustmentsGain/(Loss)on Derivative InstrumentsAccumulatOther ComprehenLossBalances at December 31,2024$(237.7)$(752.0)$24.9$Other comprehensive(loss)income

230、before reclassification(6.4)34.7(4.9)Amounts reclassified from accumulated other comprehensive income(loss)0.5 (2.2)Balances at March 31,2025$(243.6)$(717.3)$17.8$23Table of ContentsPensionRelated AdjustmentsForeignCurrency Translation AdjustmentsGain/(Loss)onDerivative InstrumentsAccumulatOther Com

231、prehenLossBalances at December 31,2023$(235.0)$(679.7)$24.9$Other comprehensive income(loss)before reclassification1.9(27.0)8.3 Amounts reclassified from accumulated other comprehensive income(loss)0.1 (3.5)Balances at March 31,2024$(233.0)$(706.7)$29.7$Pension Related AdjustmentsForeign Currency Tr

232、anslation AdjustmentsGain/(Loss)on Derivative InstrumentsAccumulatOther ComprehenLossBalances at September 30,2024$(252.0)$(646.5)$15.8$Other comprehensive income(loss)before reclassification7.4(70.8)7.0 Amounts reclassified from accumulated other comprehensive income(loss)1.0 (5.0)Balances at March

233、 31,2025$(243.6)$(717.3)$17.8$Pension Related AdjustmentsForeign Currency Translation AdjustmentsGain/(Loss)on Derivative InstrumentsAccumulated Other Comprehensive LossBalances at September 30,2023$(226.0)$(739.7)$39.1$(926.6)Other comprehensive(loss)income before reclassification(7.2)33.0(2.3)23.5

234、 Amounts reclassified from accumulated other comprehensive income(loss)0.2 (7.1)(6.9)Balances at March 31,2024$(233.0)$(706.7)$29.7$(910.0)15.Commitments and ContingenciesThe Company records amounts representing its probable estimated liabilities relating to claims,guarantees,litigation,audits and i

235、nvestigations.TheCompany relies in part on qualified actuaries to assist it in determining the level of reserves to establish for insurance-related claims that are known and have beenasserted against it,and for insurance-related claims that are believed to have been incurred based on actuarial analy

236、sis,but have not yet been reported to theCompanys claims administrators as of the respective balance sheet dates.The Company includes any adjustments to such insurance reserves in its consolidatedresults of operations.The Companys reasonably possible loss disclosures are presented on a gross basis p

237、rior to the consideration of insurance recoveries.TheCompany does not record gain contingencies until they are realized.In the ordinary course of business,the Company may not be aware that it or its affiliates areunder investigation and may not be aware of whether or not a known investigation has be

238、en concluded.In the ordinary course of business,the Company may enter into various arrangements providing financial or performance assurance to clients,lenders,orpartners.Such arrangements include standby letters of credit,surety bonds,and corporate guarantees to support the creditworthiness or the

239、project executioncommitments of its affiliates,partnerships and joint ventures.The Companys unsecured credit arrangements are used for standby letters of credit issued inconnection with general and professional liability insurance programs and for contract performance guarantees.At March 31,2025 and

240、 September 30,2024,theseoutstanding standby letters of credit totaled$889.3 million and$934.5 million,respectively.As of March 31,2025,the Company had$387.5 million availableunder these unsecured credit facilities.Performance arrangements typically have various expiration dates ranging from the comp

241、letion of the project contract andextending beyond contract completion in some circumstances such as for warranties.The Company may also guarantee that a project,when complete,will achievespecified performance standards.If the project subsequently fails to meet guaranteed performance standards,the C

242、ompany may incur additional costs,payliquidated damages or be held responsible for the costs incurred by the client to achieve the required performance standards.The potential payment amount of anoutstanding performance arrangement is typically the remaining cost of work to be performed by or on beh

243、alf24Table of Contentsof third parties.Generally,under joint venture arrangements,if a partner is financially unable to complete its share of the contract,the other partner(s)may berequired to complete those activities.At March 31,2025,the Company was contingently liable in the amount of approximate

244、ly$893.7 million in issued standby letters of credit and$5.2 billion in issued surety bonds primarily to support project execution.In the ordinary course of business,the Company enters into various agreements providing financial or performance assurances to clients on behalf ofcertain unconsolidated

245、 partnerships,joint ventures and other jointly executed contracts.These agreements are entered into primarily to support the project executioncommitments of these entities.The Companys investment adviser jointly manages and sponsors the AECOM-Canyon Equity Fund,L.P.(the“Fund”),in which the Company i

246、ndirectlyholds an equity interest and has an ongoing capital commitment to fund investments.At March 31,2025,the Company has capital commitments of$5.1 million tothe Fund over the next 4 years.In addition,in connection with the investment activities of AECOM Capital,the Company provides guarantees o

247、f certain contractual obligations,includingguarantees for completion of projects,limited debt repayment,environmental indemnity obligations and other lender required guarantees.In February 2024,the Company was informed of a potential liability as one of the indemnitors on a divested business surety

248、bonds.The Company doesnot have sufficient information to determine the range of potential impacts;however,it is reasonably possible that the Company may incur additional costs relatedto these bonds.In connection with the resolution of contingencies related to the sale of the civil infrastructure con

249、struction business,the Company agreed to act as anadditional guarantor on the counterpartys existing debt,which was extended to March 2028.Department of Energy Deactivation,Demolition,and Removal ProjectA former affiliate of the Company,Amentum Environment&Energy,Inc.,f/k/a AECOM Energy and Construc

250、tion,Inc.(“Former Affiliate”),executed acost-reimbursable task order with the Department of Energy(DOE)in 2007 to provide deactivation,demolition and removal services at a New York State projectsite that,during 2010,experienced contamination and performance issues.In February 2011,the Former Affilia

251、te and the DOE executed a Task Order Modificationthat changed some cost-reimbursable contract provisions to at-risk.The Task Order Modification,including subsequent amendments,required the DOE to pay allproject costs up to$106 million,required the Former Affiliate and the DOE to equally share in all

252、 project costs incurred from$106 million to$146 million,andrequired the Former Affiliate to pay all project costs exceeding$146 million.Due to unanticipated requirements and permitting delays by federal and state agencies,as well as delays and related ground stabilization activities causedby Hurrica

253、ne Irene in 2011,the Former Affiliate was required to perform work outside the scope of the Task Order Modification.In December 2014,the FormerAffiliate submitted an initial set of claims against the DOE pursuant to the Contracts Disputes Acts seeking recovery of$103 million,including additional fee

254、s onchanged work scope(the“2014 Claims”).On December 6,2019,the Former Affiliate submitted a second set of claims against the DOE seeking recovery of anadditional$60.4 million,including additional project costs and delays outside the scope of the contract as a result of differing site and ground con

255、ditions(the“2019Claims”).The Former Affiliate also submitted three alternative breach of contract claims to the 2014 Claims and the 2019 Claims that may entitle the FormerAffiliate to recovery of$148.5 million to$329.4 million.On December 30,2019,the DOE denied the Former Affiliates 2014 Claims.On S

256、eptember 25,2020,theDOE denied the Former Affiliates 2019 Claims.The Company filed an appeal of these decisions on December 20,2020 in the Court of Federal Claims.Deconstruction,decommissioning and site restoration activities are complete.On January 31,2020,the Company completed the sale of its Mana

257、gement Services business,including the Former Affiliate who worked on the DOEproject,to Maverick Purchaser Sub LLC(“MS Purchaser”),an affiliate of American Securities LLC and Lindsay Goldberg LLC.The Company and the MSPurchaser agreed that all future DOE project claim recoveries and costs will be sp

258、lit 10%to the MS Purchaser and 90%to the Company with the Companyretaining control of all future strategic legal decisions.The Company intends to vigorously pursue all claimed amounts but can provide no certainty that the Company will recover 2014 Claims and 2019 Claimssubmitted against the DOE,or a

259、ny additional incurred claims or costs,which could have a material adverse effect on the Companys results of operations.25Table of ContentsRefinery Turnaround ProjectThe Former Affiliate of the Company entered into an agreement to perform turnaround maintenance services during a planned shutdown at

260、a refinery inMontana in December 2017.The turnaround project was completed in February 2019.Due to circumstances outside of the Companys Former Affiliates control,including client directed changes and delays and the refinerys condition,the Companys Former Affiliate performed additional work outside

261、of the original contractof over$90 million and is entitled to payment from the refinery owner of approximately$144 million.In March 2019,the refinery owner sent a letter to theCompanys Former Affiliate alleging it incurred approximately$79 million in damages due to the Companys Former Affiliates pro

262、ject performance.In April 2019,the Companys Former Affiliate filed and perfected a$132 million construction lien against the refinery for unpaid labor and materials costs.In August 2019,following a subcontractor complaint filed in the Thirteenth Judicial District Court of Montana asserting claims ag

263、ainst the refinery owner and the CompanysFormer Affiliate,the refinery owner crossclaimed against the Companys Former Affiliate and the subcontractor.In October 2019,following the subcontractorsdismissal of its claims,the Companys Former Affiliate removed the matter to federal court and cross claime

264、d against the refinery owner.In December 2019,therefinery owner claimed$93.0 million in damages and offsets against the Companys Former Affiliate.On January 31,2020,the Company completed the sale of its Management Services business,including the Former Affiliate,to the MS Purchaser;however,the Refin

265、ery Turnaround Project,including related claims and liabilities,has been retained by the Company.A jury trial was completed on February 1,2025,resulting in a favorable verdict for the Company.Based on the verdict and current estimate of recovery ofitems under post-verdict motions,the Company recorde

266、d an immaterial loss in the Companys Consolidated Statement of Operations for the six months endedMarch 31,2025.As the project was completed prior to the sale of the Former Affiliate,the loss is reported in discontinued operations.16.Reportable SegmentsThe Company manages its operations under three

267、reportable segments according to their geographic regions and business activities.In identifying itsreportable segments,the Company considered the financial information provided to its chief operating decision maker(CODM),who is the chief executive officer.The financial data is organized by geograph

268、ic region and global business lines.The CODM uses this information to allocate resources and assess the performanceof the segments primarily based on revenue less pass-through revenue and attributable earnings before interest,tax,and amortization expense.After consideringvarious factors,including th

269、e development and utilization of financial data to the CODM,the Company concluded that identifying its operating segments bygeography was consistent with the objectives of ASC 280-10.Certain operating segments have been aggregated based on similar characteristics,including long-term financial perfor

270、mance,the nature of services provided,internal process for delivering those services,and types of customers,to arrive at the Companysreportable segments.The Companys Americas reportable segment provides planning,consulting,architectural and engineering design services,and constructionmanagement serv

271、ices to public and private clients in the United States,Canada,and Latin America and is comprised of the Design and Consulting ServicesAmericas and Construction Management operating segments.The Companys International reportable segment provides similar professional services to public andprivate cli

272、ents in Europe and India,the Middle East and Africa,Asia,and Australia and New Zealand and is comprised of the operating segments in thosegeographic regions.The Companys AECOM Capital(ACAP)operating segment is its own reportable segment and primarily invests in and develops real estateprojects.Certa

273、in expenses that are determined to be related to the Company as a whole are not deemed to be part of an operating segment but are reported withinCorporate.26Table of ContentsThe following tables set forth summarized financial information concerning the Companys reportable segments:Reportable Segment

274、s:AmericasInternationalAECOM CapitalCorporateTotal($in millions)Three Months Ended March 31,2025:Revenue$2,896.7$874.8$0.1$3,771.6 Gross profit212.5 78.2 0.1 290.8 Equity in earnings of joint ventures4.9 4.0(2.1)6.8 General and administrative expenses (2.8)(37.2)(40.0)Restructuring costs Operating i

275、ncome(loss)217.4 82.2(4.8)(37.2)257.6 Gross profit as a%of revenue7.3%8.9%7.7%Three Months Ended March 31,2024:Revenue$3,038.6$904.8$0.5$3,943.9 Gross profit184.4 76.2 0.5 261.1 Equity in earnings of joint ventures4.8 5.0 9.7 19.5 General and administrative expenses (9.7)(35.0)(44.7)Restructuring co

276、sts (35.4)(35.4)Operating income189.2 81.2 0.5(70.4)200.5 Gross profit as a%of revenue6.1%8.4%6.6%Six Months Ended March 31,2025:Revenue$6,008.7$1,776.8$0.3$7,785.8 Gross profit402.7 156.2 0.3 559.2 Equity in earnings(losses)of joint ventures10.4 6.9(0.9)16.4 General and administrative expenses (5.2

277、)(75.3)(80.5)Restructuring costs Operating income(loss)413.1 163.1(5.8)(75.3)495.1 Gross profit as a%of revenue6.7%8.8%7.2%Six Months Ended March 31,2024:Revenue$6,077.3$1,765.8$0.7$7,843.8 Gross profit355.4 149.0 0.7 505.1 Equity in earnings(losses)of joint ventures8.4 9.3(27.2)(9.5)General and adm

278、inistrative expenses (12.1)(68.3)(80.4)Restructuring costs (51.6)(51.6)Operating income(loss)363.8 158.3(38.6)(119.9)363.6 Gross profit as a%of revenue5.8%8.4%6.4%Total assetsMarch 31,2025$7,799.7$2,664.9$49.6$1,245.8 September 30,2024$7,988.1$2,734.5$53.2$1,208.7 27Table of ContentsItem 2.Managemen

279、ts Discussion And Analysis Of Financial Condition And Results Of OperationsForward-Looking StatementsThis Quarterly Report contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation ReformAct of 1995 that are not limited to historical fa

280、cts,but reflect the Companys current beliefs,expectations or intentions regarding future events.These statementsinclude forward-looking statements with respect to the Company,including the Companys business,operations and strategy,and infrastructure consulting industry.Statements that are not histor

281、ical facts,without limitation,including statements that use terms such as“anticipates,”“believes,”“expects,”“estimates,”“intends,”“may,”“plans,”“potential,”“projects,”and“will”and that relate to our future revenues,expenditures and business trends;future reduction of our self-perform at-risk constru

282、ction exposure;future accounting estimates;future contractual performance obligations;future conversions of backlog;future capital allocationpriorities,including common stock repurchases,future trade receivables,future debt pay downs;future post-retirement expenses;future tax benefits and expenses,a

283、nd the impact of future tax laws;future compliance with regulations;future legal claims and insurance coverage;future effectiveness of our disclosure and internalcontrols over financial reporting;future costs savings;and other future economic and industry conditions,are forward-looking statements.In

284、 light of the risks anduncertainties inherent in all forward-looking statements,the inclusion of such statements in this Quarterly Report should not be considered as a representation by usor any other person that our objectives or plans will be achieved.Although management believes that the assumpti

285、ons underlying the forward-looking statementsare reasonable,these assumptions and the forward-looking statements are subject to various factors,risks and uncertainties,many of which are beyond our control,including,but not limited to,our business is cyclical and vulnerable to economic downturns and

286、client spending reductions;potential government shutdowns;changes in administration or other funding directives and circumstances may cause governmental agencies to modify,curtail or terminate our contracts;governmentcontracts are subject to audits and adjustments of contractual terms;long-term gove

287、rnment contracts and subject to uncertainties related to government contractappropriations;losses under fixed-price contracts;limited control over operations run through our joint venture entities;liability for misconduct by our employeesor consultants;changes in government laws,regulations and poli

288、cies,including failure to comply with laws or regulations applicable to our business;maintainingadequate surety and financial capacity;potential high leverage and inability to service our debt and guarantees;ability to continue payment of dividends;exposureto political and economic risks in differen

289、t countries,including tariffs and trade policies,geopolitical events,and conflicts;inflation,currency exchange rates andinterest rate fluctuations;changes in capital markets and stock market volatility;retaining and recruiting key technical and management personnel;legal claims andlitigation;inadequ

290、ate insurance coverage;environmental law compliance and inadequate nuclear indemnification;unexpected adjustments and cancellations relatedto our backlog;partners and third parties who may fail to satisfy their legal obligations;managing pension costs;AECOM Capitals real estate development;cybersecu

291、rity issues,IT outages and data privacy;risks associated with the benefits and costs of the sale of our Management Services and self-perform at-risk civilinfrastructure,power construction,and oil and gas construction businesses,including the risk that any purchase adjustments from those transactions

292、 could beunfavorable and any future proceeds owed to us as part of the transactions could be lower than we expect;as well as other additional risks and factors discussed inthis Quarterly Report on Form 10Q and any subsequent reports we file with the SEC.Accordingly,actual results could differ materi

293、ally from those contemplatedby any forward-looking statement.All subsequent written and oral forward-looking statements concerning the Company or other matters attributable to the Company or any person acting onits behalf are expressly qualified in their entirety by the cautionary statements above.Y

294、ou are cautioned not to place undue reliance on these forward-lookingstatements,which speak only to the date they are made.The Company is under no obligation(and expressly disclaims any such obligation)to update or revise anyforward-looking statement that may be made from time to time,whether as a r

295、esult of new information,future developments or otherwise.Please review“Part II,Item 1ARisk Factors”in this Quarterly Report for a discussion of the factors,risks and uncertainties that could affect our future results.OverviewWe are a leading global provider of professional infrastructure consulting

296、 and advisory services for governments,businesses and organizations throughoutthe world.We provide advisory,planning,consulting,architectural and engineering design,construction and program management services,and investment anddevelopment services to public and private clients worldwide in major en

297、d markets such as transportation,facilities,water,environmental,and energy.Our business focuses primarily on providing fee-based knowledge-based services.We primarily derive income from our ability to generate revenue andcollect cash from our clients through the billing of our employees time spent o

298、n client projects and our ability to manage our costs.AECOM Capital primarilyderives its income from real estate development sales and management fees.28Table of ContentsWe report our continuing business through three segments,each of which is described in further detail below:Americas,International

299、,and AECOMCapital(ACAP).Such segments are organized by the differing specialized needs of the respective clients and how we manage the business.We have aggregatedvarious operating segments into our reportable segments based on their similar characteristics,including similar long-term financial perfo

300、rmance,the nature ofservices provided,internal processes for delivering those services,and types of customers.Americas:Planning,advisory,consulting,architectural and engineering design,construction management and program management services to publicand private clients in the United States,Canada,an

301、d Latin America in major end markets such as transportation,water,government,facilities,environmental,and energy.International:Planning,advisory,consulting,architectural and engineering design services,site supervision and program management to public andprivate clients in Europe,the Middle East,Ind

302、ia,Africa and the Asia-Australia-Pacific regions in major end markets such as transportation,water,government,facilities,environmental,and energy.AECOM Capital(ACAP):Primarily invests in and develops real estate projects.Our revenue is dependent on our ability to attract and retain qualified and pro

303、ductive employees,identify business opportunities,allocate our laborresources and capital to profitable and high growth markets,secure new contracts,and renew existing client agreements.Demand for our services may bevulnerable to sudden economic downturns and reductions in government and private ind

304、ustry spending,which may result in clients delaying,curtailing or cancelingproposed and existing projects.Moreover,as a professional services company,maintaining the high quality of the work generated by our employees is integral toour revenue generation and profitability.Given the global nature of

305、our business,our revenue is exposed to currency rate fluctuations that could change from periodto period and year to year.Our costs consist primarily of the compensation we pay to our employees,including salaries,fringe benefits,the costs of hiring subcontractors,otherproject-related expenses and sa

306、les,general and administrative costs.At March 31,2025,we had approximately$899.2 million remaining of the Boards stock repurchase authorization.On November 14,2024,the Boardapproved an increase in our stock repurchase authorization to$1.0 billion.We intend to deploy future available cash towards div

307、idends and stock repurchasesconsistent with our returns driven capital allocation policy.We have exited substantially all of our self-perform at-risk construction businesses.As part of our ongoing plan to improve profitability and maintain areduced risk profile,we continuously evaluate our business

308、portfolio.We completed a transaction that transitioned the AECOM Capital team to a new third-party platform in the third quarter of fiscal 2024.The team willcontinue to support AECOM Capitals investment vehicles pursuant to certain advisory agreements in a manner consistent with their current obliga

309、tions.29Table of ContentsResults of OperationsThree and six months ended March 31,2025 compared to the three and six months ended March 31,2024Consolidated ResultsThree Months EndedSix Months EndedMarch 31,2025March 31,2024ChangesMarch 31,2025March 31,2024Changes$%$%($in millions)Revenue$3,771.6$3,9

310、43.9$(172.3)(4.4)%$7,785.8$7,843.8$(58.0)(0.7)%Cost of revenue3,480.8 3,682.8(202.0)(5.5)7,226.6 7,338.7(112.1)(1.5)Gross profit290.8 261.1 29.7 11.4 559.2 505.1 54.1 10.7 Equity in earnings of joint ventures6.8 19.5(12.7)(65.1)16.4(9.5)25.9(272.6)General and administrative expenses(40.0)(44.7)4.7(1

311、0.5)(80.5)(80.4)(0.1)0.1 Restructuring costs(35.4)35.4(100.0)(51.6)51.6(100.0)Income from operations257.6 200.5 57.1 28.5 495.1 363.6 131.5 36.2 Other(loss)income(8.7)2.6(11.3)(434.6)(1.8)5.2(7.0)(134.6)Interest income14.5 15.4(0.9)(5.8)31.1 27.5 3.6 13.1 Interest expense(42.3)(47.7)5.4(11.3)(85.3)(

312、89.0)3.7(4.2)Income from continuing operations beforetaxes221.1 170.8 50.3 29.4 439.1 307.3 131.8 42.9 Income tax expense for continuing operations51.2 45.4 5.8 12.8 80.5 72.0 8.5 11.8 Net income from continuing operations169.9 125.4 44.5 35.5 358.6 235.3 123.3 52.4 Net loss from discontinued operat

313、ions(10.3)(109.4)99.1(90.6)(19.9)(110.7)90.8(82.0)Net income159.6 16.0 143.6 897.5 338.7 124.6 214.1 171.8 Net income attributable to noncontrollinginterests from continuing operations(15.9)(14.1)(1.8)12.8(27.2)(27.2)Net income attributable to noncontrollinginterests from discontinued operations(0.3

314、)(0.9)0.6(66.7)(1.1)(2.0)0.9(45.0)Net income attributable to noncontrollinginterests(16.2)(15.0)(1.2)8.0(28.3)(29.2)0.9(3.1)Net income attributable to AECOM fromcontinuing operations154.0 111.3 42.7 38.4 331.4 208.1 123.3 59.3 Net loss attributable to AECOM fromdiscontinued operations(10.6)(110.3)99

315、.7(90.4)(21.0)(112.7)91.7(81.4)Net income attributable to AECOM$143.4$1.0$142.4 14240.0%$310.4$95.4$215.0 225.4%30Table of ContentsThe following table presents the percentage relationship of statement of operations items to revenue:Three Months EndedSix Months EndedMarch 31,2025March 31,2024March 31

316、,2025March 31,2024Revenue100.0%100.0%100.0%100.0%Cost of revenue92.3 93.4 92.8 93.6 Gross profit7.7 6.6 7.2 6.4 Equity in earnings of joint ventures0.2 0.5 0.2(0.1)General and administrative expenses(1.1)(1.1)(1.0)(1.0)Restructuring costs0.0(0.9)0.0(0.7)Income from operations6.8 5.1 6.4 4.6 Other(lo

317、ss)income(0.2)0.1 0.0 0.1 Interest income0.4 0.4 0.4 0.4 Interest expense(1.1)(1.3)(1.2)(1.2)Income from continuing operations before taxes5.9 4.3 5.6 3.9 Income tax expense for continuing operations1.4 1.1 1.0 0.9 Net income from continuing operations4.5 3.2 4.6 3.0 Net loss from discontinued opera

318、tions(0.3)(2.8)(0.2)(1.4)Net income4.2 0.4 4.4 1.6 Net income attributable to noncontrolling interests from continuingoperations(0.4)(0.4)(0.3)(0.3)Net income attributable to noncontrolling interests from discontinuedoperations0.0 0.0(0.1)(0.1)Net income attributable to noncontrolling interests(0.4)

319、(0.4)(0.4)(0.4)Net income attributable to AECOM from continuing operations4.1 2.8 4.3 2.7 Net loss attributable to AECOM from discontinued operations(0.3)(2.8)(0.3)(1.5)Net income attributable to AECOM3.8%0.0%4.0%1.2%RevenueOur revenue for the three months ended March 31,2025 decreased$172.3 million

320、,or 4.4%,to$3,771.6 million as compared to$3,943.9 million for thecorresponding period last year.Our revenue for the six months ended March 31,2025 decreased$58.0 million,or 0.7%,to$7,785.8 million as compared to$7,843.8 million for thecorresponding period last year.While revenues in the current per

321、iod declined from prior year,the Companys portion of revenue excluding pass-through revenue attributable tosubcontractors continued to increase.Underlying revenue excluding pass-through revenues increased across most of our end markets as a result of increasedinvestment by large,publicly financed,gl

322、obal infrastructure programs including the Infrastructure Investment and Jobs Act in the U.S.and similar large programsin our largest end markets globally.Our Water end market has been benefiting from increased investment to address drought,flooding,emerging contaminantremediation,water storage,and

323、clean and safe drinking water.Our Transportation end market has been benefiting from incremental investments across the globe tomodernize transportation infrastructure and address growth and urbanization trends,while our Environment end market has been benefiting from infrastructure thatrequires per

324、mitting,compliance,and remediation as well as investments in energy.Our Facilities end market has been benefiting from positive public sectorinvestment,trends in asset maintenance and repositioning as well as demand for modern,efficient facilities.The quantification of the impact of these trends by

325、endmarket is noted within our Americas and International reportable segments discussion below,where applicable,and represents substantially all of our revenuechange.31Table of ContentsIn the course of providing our services,we routinely subcontract for services and incur other direct costs on behalf

326、 of our clients.These costs are passedthrough to clients and,in accordance with industry practice and GAAP,are included in our revenue and cost of revenue.Because these pass-through revenues canchange significantly from project to project and period to period,changes in revenue may not be indicative

327、 of business trends.Pass-through revenues for thequarters ended March 31,2025 and 2024 were$1.9 billion and$2.1 billion,respectively.Pass-through revenue as a percentage of total revenue was 50%and 54%during the three months ended March 31,2025 and 2024,respectively.Pass-through revenues for the six

328、 months ended March 31,2025 and 2024 were$4.1 billionand$4.3 billion,respectively.Pass-through revenue as a percentage of total revenue was 53%and 55%during the six months ended March 31,2025 and 2024,respectively.Cost of RevenueOur cost of revenue decreased to$3,480.8 million for the three months e

329、nded March 31,2025 compared to$3,682.8 million for the corresponding periodlast year,a decrease of$202.0 million,or 5.5%.Our cost of revenue decreased to$7,226.6 million for the six months ended March 31,2025 compared to 7,338.7 million for the corresponding period lastyear,a decrease of$112.1 milli

330、on,or 1.5%.Substantially all of the change in our cost of revenue for the three and six months ended March 31,2025 occurred in our Americas and Internationalreportable segments,which is discussed in more detail below.Gross ProfitOur gross profit for the three months ended March 31,2025 increased$29.

331、7 million,or 11.4%,to$290.8 million as compared to$261.1 million for thecorresponding period last year.For the three months ended March 31,2025,gross profit,as a percentage of revenue,increased to 7.7%from 6.6%in thecorresponding period last year.Our gross profit for the six months ended March 31,20

332、25 increased$54.1 million,or 10.7%,to$559.2 million as compared to$505.1 million for thecorresponding period last year.For the six months ended March 31,2025,gross profit,as a percentage of revenue,increased to 7.2%from 6.4%in thecorresponding period last year.Gross profit changes were due to the re

333、asons noted in our Americas and International reportable segments below.Equity in Earnings of Joint VenturesOur equity in earnings of joint ventures for the three months ended March 31,2025 was$6.8 million as compared to$19.5 million in the correspondingperiod last year.Our equity in earnings of joint ventures for the six months ended March 31,2025 was$16.4 million as compared to equity in losses