AECOM 10-Q

Item 1. Financial Statements ​ AECOM Consolidated Balance Sheets (unaudited - in thousands, except share data) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ September 30, ​ 2021 2021 ASSETS ​ ​ ​ ​ ​ ​ CURRENT ASSETS: ​ ​ ​ ​ ​ ​ Cash and cash equivalents ​ $ 967,789 ​ $ 1,120,790 Cash in consolidated joint ventures ​ 114,604 ​ 108,406 Total cash and cash equivalents ​ 1,082,393 ​ 1,229,196 Accounts receivable—net ​ 2,581,708 ​ 2,619,491 Contract assets ​ ​ 1,349,285 ​ ​ 1,369,031 Prepaid expenses and other current assets ​ 741,739 ​ 739,044 Current assets held for sale ​ ​ 107,849 ​ ​ 139,426 Income taxes receivable ​ 67,294 ​ 77,355 TOTAL CURRENT ASSETS ​ 5,930,268 ​ 6,173,543 PROPERTY AND EQUIPMENT—NET ​ 400,902 ​ 398,876 DEFERRED TAX ASSETS—NET ​ 373,301 ​ 360,260 INVESTMENTS IN UNCONSOLIDATED JOINT VENTURES ​ 327,500 ​ 328,906 GOODWILL ​ 3,497,763 ​ 3,502,499 INTANGIBLE ASSETS—NET ​ 50,174 ​ 54,867 OTHER NON-CURRENT ASSETS ​ 278,117 ​ 307,927 OPERATING LEASE RIGHT-OF-USE ASSETS ​ ​ 584,993 ​ ​ 607,076 TOTAL ASSETS ​ $ 11,443,018 ​ $ 11,733,954 LIABILITIES AND STOCKHOLDERS’ EQUITY ​ ​ ​ ​ ​ ​ CURRENT LIABILITIES: ​ ​ ​ ​ ​ ​ Short-term debt ​ $ 6,718 ​ $ 4,369 Accounts payable ​ 2,044,125 ​ 2,090,479 Accrued expenses and other current liabilities ​ 2,263,126 ​ 2,174,201 Income taxes payable ​ ​ 57,671 ​ ​ 50,511 Contract liabilities ​ 1,011,811 ​ 1,058,643 Current liabilities held for sale ​ ​ 88,606 ​ ​ 94,043 Current portion of long-term debt ​ ​ 41,406 ​ 49,469 TOTAL CURRENT LIABILITIES ​ 5,513,463 ​ 5,521,715 OTHER LONG-TERM LIABILITIES ​ 106,872 ​ 145,444 OPERATING LEASE LIABILITIES, NON-CURRENT ​ ​ 653,785 ​ ​ 679,059 LONG-TERM LIABILITIES HELD FOR SALE ​ ​ 7,565 ​ ​ 11,095 DEFERRED TAX LIABILITY-NET ​ ​ 5,693 ​ ​ 5,420 PENSION BENEFIT OBLIGATIONS ​ ​ 371,520 ​ ​ 383,904 LONG-TERM DEBT ​ ​ 2,157,881 ​ 2,157,740 TOTAL LIABILITIES ​ 8,816,779 ​ 8,904,377 ​ ​ ​ ​ ​ ​ ​ COMMITMENTS AND CONTINGENCIES (Note 15) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AECOM STOCKHOLDERS’ EQUITY: ​ ​ ​ ​ ​ ​ Common stock-authorized, 300,000,000 shares of $ 0.01 par value as of December 31, 2021 and September 30, 2021; issued and outstanding 141,335,424 and 143,168,815 shares as of December 31, 2021 and September 30, 2021, respectively ​ 1,413 ​ 1,432 Additional paid-in capital ​ 4,085,333 ​ 4,115,541 Accumulated other comprehensive loss ​ ( 899,172 ) ​ ( 900,377 ) Accumulated deficits ​ ( 676,902 ) ​ ( 504,126 ) TOTAL AECOM STOCKHOLDERS’ EQUITY ​ 2,510,672 ​ 2,712,470 Noncontrolling interests ​ 115,567 ​ 117,107 TOTAL STOCKHOLDERS’ EQUITY ​ 2,626,239 ​ 2,829,577 TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY ​ $ 11,443,018 ​ $ 11,733,954 ​ See accompanying Notes to Consolidated Financial Statements. ​ 1 Table of Contents AECOM Consolidated Statements of Operations (unaudited - in thousands, except per share data) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ December 31, ​ December 31, ​ 2021 2020 Revenue ​ $ 3,266,716 ​ $ 3,313,155 Cost of revenue ​ 3,066,512 ​ 3,128,785 Gross profit ​ 200,204 ​ 184,370 ​ ​ ​ ​ ​ ​ ​ Equity in earnings of joint ventures ​ 7,950 ​ 8,201 General and administrative expenses ​ ( 36,501 ) ​ ( 38,360 ) Restructuring costs ​ ​ ( 3,371 ) ​ ​ ( 13,038 ) Income from operations ​ 168,282 ​ ​ 141,173 ​ ​ ​ ​ ​ ​ ​ Other income ​ 2,874 ​ 3,853 Interest expense ​ ( 25,383 ) ​ ( 30,651 ) Income from continuing operations before taxes ​ 145,773 ​ 114,375 Income tax expense for continuing operations ​ 22,556 ​ 25,601 Net income from continuing operations ​ 123,217 ​ 88,774 Net loss from discontinued operations ​ ( 61,940 ) ​ ( 55,752 ) Net income ​ 61,277 ​ 33,022 ​ ​ ​ ​ ​ ​ ​ Net income attributable to noncontrolling interests from continuing operations ​ ​ ( 5,456 ) ​ ​ ( 5,414 ) Net loss (income) attributable to noncontrolling interests from discontinued operations ​ ​ 5,727 ​ ​ ( 1,480 ) Net loss (income) attributable to noncontrolling interests ​ ​ 271 ​ ​ ( 6,894 ) ​ ​ ​ ​ ​ ​ ​ Net income attributable to AECOM from continuing operations ​ ​ 117,761 ​ ​ 83,360 Net loss attributable to AECOM from discontinued operations ​ ​ ( 56,213 ) ​ ​ ( 57,232 ) Net income attributable to AECOM ​ $ 61,548 ​ $ 26,128 ​ ​ ​ ​ ​ ​ ​ Net income (loss) attributable to AECOM per share: ​ ​ ​ ​ ​ ​ Basic continuing operations per share ​ $ 0.83 ​ $ 0.55 Basic discontinued operations per share ​ $ ( 0.40 ) ​ $ ( 0.38 ) Basic earnings per share ​ $ 0.43 ​ $ 0.17 ​ ​ ​ ​ ​ ​ ​ Diluted continuing operations per share ​ $ 0.81 ​ $ 0.54 Diluted discontinued operations per share ​ $ ( 0.38 ) ​ $ ( 0.37 ) Diluted earnings per share ​ $ 0.43 ​ $ 0.17 ​ ​ ​ ​ ​ ​ ​ Weighted average shares outstanding: ​ ​ ​ ​ ​ ​ Basic ​ 141,778 ​ 151,424 Diluted ​ 144,637 ​ 153,744 ​ See accompanying Notes to Consolidated Financial Statements. ​ ​ 2 Table of Contents AECOM Consolidated Statements of Comprehensive Income (unaudited—in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ ​ December 31, ​ December 31, ​ ​ 2021 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income ​ $ 61,277 ​ $ 33,022 ​ ​ ​ ​ ​ ​ ​ ​ ​ Other comprehensive income, net of tax: ​ ​ ​ ​ ​ ​ ​ Net unrealized gain on derivatives, net of tax ​ 3,549 ​ ​ 889 ​ Foreign currency translation adjustments ​ ( 5,197 ) ​ ​ 51,951 ​ Pension adjustments, net of tax ​ 2,733 ​ ​ ( 10,753 ) ​ Other comprehensive income, net of tax ​ 1,085 ​ ​ 42,087 ​ Comprehensive income ​ 62,362 ​ ​ 75,109 ​ Noncontrolling interests in comprehensive loss (income) of consolidated subsidiaries, net of tax ​ 391 ​ ​ ( 7,099 ) ​ Comprehensive income attributable to AECOM ​ $ 62,753 ​ $ 68,010 ​ ​ See accompanying Notes to Consolidated Financial Statements. ​ ​ 3 Table of Contents AECOM Consolidated Statements of Stockholders’ Equity (unaudited—in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accumulated ​ Retained ​ Total ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Additional ​ Other ​ Earnings/ ​ AECOM ​ Non- ​ Total ​ ​ Common ​ Paid-In ​ Comprehensive ​ (Accumulated ​ Stockholders’ ​ Controlling ​ Stockholders’ ​ Stock Capital Loss Deficits) Equity Interests Equity ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ BALANCE AT SEPTEMBER 30, 2020 ​ $ 1,570 ​ $ 4,035,414 ​ $ ( 918,674 ) ​ $ 174,248 ​ $ 3,292,558 ​ $ 120,986 ​ $ 3,413,544 Net income ​ ​ — ​ ​ — ​ ​ — ​ ​ 26,128 ​ ​ 26,128 ​ ​ 6,894 ​ ​ 33,022 Cumulative effect of accounting standard adoption ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 7,979 ) ​ ​ ( 7,979 ) ​ ​ — ​ ​ ( 7,979 ) Other comprehensive income ​ ​ — ​ ​ — ​ ​ 41,882 ​ ​ — ​ ​ 41,882 ​ ​ 205 ​ ​ 42,087 Issuance of stock ​ ​ 15 ​ ​ 9,094 ​ ​ — ​ ​ — ​ ​ 9,109 ​ ​ — ​ ​ 9,109 Repurchases of stock ​ ​ ( 99 ) ​ ​ ( 21,722 ) ​ ​ — ​ ​ ( 447,036 ) ​ ​ ( 468,857 ) ​ ​ — ​ ​ ( 468,857 ) Stock based compensation ​ — ​ 15,363 ​ — ​ — ​ 15,363 ​ — ​ 15,363 Other transactions with noncontrolling interests ​ — ​ ​ — ​ — ​ — ​ — ​ 2,307 ​ 2,307 Disposal of noncontrolling interest of business sold ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 13,070 ) ​ ​ ( 13,070 ) Contributions from noncontrolling interests ​ — ​ ​ — ​ — ​ — ​ — ​ 79 ​ 79 Distributions to noncontrolling interests ​ — ​ ​ — ​ — ​ — ​ — ​ ( 5,428 ) ​ ( 5,428 ) BALANCE AT DECEMBER 31, 2020 ​ $ 1,486 ​ $ 4,038,149 ​ $ ( 876,792 ) ​ $ ( 254,639 ) ​ $ 2,908,204 ​ $ 111,973 ​ $ 3,020,177 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accumulated ​ ​ ​ ​ Total ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Additional ​ Other ​ ​ ​ ​ AECOM ​ Non- ​ Total ​ ​ Common ​ Paid-In ​ Comprehensive ​ Accumulated ​ Stockholders’ ​ Controlling ​ Stockholders’ ​ Stock Capital Loss Deficits Equity Interests Equity ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ BALANCE AT SEPTEMBER 30, 2021 ​ $ 1,432 ​ $ 4,115,541 ​ $ ( 900,377 ) ​ $ ( 504,126 ) ​ $ 2,712,470 ​ $ 117,107 ​ $ 2,829,577 Net income ​ ​ — ​ ​ — ​ ​ — ​ ​ 61,548 ​ ​ 61,548 ​ ​ ( 271 ) ​ ​ 61,277 Dividends declared ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 21,506 ) ​ ​ ( 21,506 ) ​ ​ — ​ ​ ( 21,506 ) Other comprehensive income (loss) ​ ​ — ​ ​ — ​ ​ 1,205 ​ ​ — ​ ​ 1,205 ​ ​ ( 120 ) ​ ​ 1,085 Issuance of stock ​ ​ 19 ​ ​ 9,430 ​ ​ — ​ ​ — ​ ​ 9,449 ​ ​ — ​ ​ 9,449 Repurchases of stock ​ ​ ( 38 ) ​ ​ ( 49,452 ) ​ ​ — ​ ​ ( 212,818 ) ​ ​ ( 262,308 ) ​ ​ — ​ ​ ( 262,308 ) Stock based compensation ​ ​ — ​ 9,814 ​ — ​ — ​ 9,814 ​ — ​ 9,814 Other transactions with noncontrolling interests ​ ​ — ​ ​ — ​ — ​ — ​ — ​ ( 153 ) ​ ( 153 ) Contributions from noncontrolling interests ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 2 ​ ​ 2 Distributions to noncontrolling interests ​ ​ — ​ ​ — ​ — ​ — ​ — ​ ( 998 ) ​ ( 998 ) BALANCE AT DECEMBER 31, 2021 ​ $ 1,413 ​ $ 4,085,333 ​ $ ( 899,172 ) ​ $ ( 676,902 ) ​ $ 2,510,672 ​ $ 115,567 ​ $ 2,626,239 ​ See accompanying Notes to Consolidated Financial Statements. ​ ​ 4 Table of Contents AECOM Consolidated Statements of Cash Flows (unaudited - in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended December 31, ​ 2021 2020 CASH FLOWS FROM OPERATING ACTIVITIES: ​ ​ ​ ​ ​ ​ Net income ​ $ 61,277 ​ $ 33,022 Adjustments to reconcile net income to net cash provided by operating activities: ​ ​ ​ ​ ​ ​ Depreciation and amortization ​ 41,373 ​ 39,523 Equity in earnings of unconsolidated joint ventures ​ ( 4,600 ) ​ ( 15,877 ) Distribution of earnings from unconsolidated joint ventures ​ 10,287 ​ 12,780 Non-cash stock compensation ​ ​ 9,814 ​ ​ 15,363 Impairment of long-lived assets ​ — ​ 95,814 Loss on disposal activities ​ ​ 42,095 ​ ​ 11,334 Foreign currency translation ​ ​ 280 ​ ​ 7,954 Other ​ ​ 2,254 ​ ​ 4,276 Changes in operating assets and liabilities, net of effects of acquisitions: ​ ​ ​ ​ ​ ​ Accounts receivable and contract assets ​ 88,131 ​ 2,069 Prepaid expenses and other assets ​ 30,377 ​ ( 133,598 ) Accounts payable ​ ( 54,711 ) ​ ( 119,025 ) Accrued expenses and other current liabilities ​ 89,260 ​ ( 31,951 ) Contract liabilities ​ ​ ( 46,832 ) ​ 97,348 Other long-term liabilities ​ ( 74,150 ) ​ ( 11,928 ) Net cash provided by operating activities ​ ​ 194,855 ​ ​ 7,104 ​ ​ ​ ​ ​ ​ ​ CASH FLOWS FROM INVESTING ACTIVITIES: ​ ​ ​ ​ ​ ​ Payments for sale of discontinued operations including cash disposed ​ ( 18,149 ) ​ ( 90,159 ) Investment in unconsolidated joint ventures ​ ​ ( 6,027 ) ​ ​ ( 36,080 ) Return of investment in unconsolidated joint ventures ​ ​ 1,602 ​ ​ 2,808 Proceeds from sale of investments ​ ​ 6,122 ​ ​ 3,436 Proceeds from disposal of property and equipment ​ ​ 546 ​ ​ 9,629 Payments for capital expenditures ​ ​ ( 32,665 ) ​ ​ ( 30,902 ) Net cash used in investing activities ​ ​ ( 48,571 ) ​ ​ ( 141,268 ) ​ ​ ​ ​ ​ ​ ​ CASH FLOWS FROM FINANCING ACTIVITIES: ​ ​ ​ ​ ​ ​ Proceeds from borrowings under credit agreements ​ ​ 441,013 ​ ​ 409,710 Repayments of borrowings under credit agreements ​ ( 459,675 ) ​ ( 415,106 ) Proceeds from issuance of common stock ​ ​ 8,366 ​ ​ 8,099 Payments to repurchase common stock ​ ​ ( 262,308 ) ​ ( 468,857 ) Net distributions to noncontrolling interests ​ ​ ( 996 ) ​ ​ ( 5,349 ) Other financing activities ​ ​ ( 15,303 ) ​ ​ 2,035 Net cash used in financing activities ​ ​ ( 288,903 ) ​ ​ ( 469,468 ) ​ ​ ​ ​ ​ ​ ​ EFFECT OF EXCHANGE RATE CHANGES ON CASH ​ ​ ( 790 ) ​ 6,912 NET DECREASE IN CASH AND CASH EQUIVALENTS ​ ( 143,409 ) ​ ​ ( 596,720 ) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD ​ 1,234,792 ​ 1,818,249 CASH AND CASH EQUIVALENTS AT END OF PERIOD ​ ​ 1,091,383 ​ ​ 1,221,529 LESS CASH AND CASH EQUIVALENTS INCLUDED IN CURRENT ASSETS HELD FOR SALE ​ ​ ( 8,990 ) ​ ​ ( 176,781 ) CASH AND CASH EQUIVALENTS OF CONTINUING OPERATIONS AT END OF PERIOD ​ $ 1,082,393 ​ $ 1,044,748 ​ See accompanying Notes to Consolidated Financial Statements. ​ 5 Table of Contents AECOM Notes to Consolidated Financial Statements (unaudited) ​ 1. Basis of Presentation ​ The accompanying consolidated financial statements of AECOM (the Company) are unaudited and, in the opinion of management, include all adjustments, including all normal recurring items necessary for a fair statement of the Company’s financial position and results of operations for the periods presented. All intercompany balances and transactions are eliminated in consolidation. ​ The consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Form 10-K for the fiscal year ended September 30, 2021 (the Annual Report). The accompanying unaudited consolidated financial statements and related notes have been prepared in accordance with generally accepted accounting principles (GAAP) in the United States (U.S.) for interim financial information and 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 required by GAAP for 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. Certain reclassifications were made to the prior year to conform to current year presentation. Prior period's disaggregated revenue by geographic region reclassifies the India business to Europe, Middle East and Africa to conform with current operations. ​ The results of operations for the three months ended December 31, 2021 are not necessarily indicative of the results to be expected for the fiscal year ending September 30, 2022. ​ 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 sale beginning in the first quarter of fiscal year 2020 and met the criteria for discontinued operation classification. As a result, the self-perform at-risk construction businesses are presented in the consolidated statements of operations as discontinued operations for all periods presented. Current and non-current assets and liabilities of these businesses 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 Company reports its quarterly results of operations based on periods ending on the Friday nearest December 31, March 31, and June 30. For clarity of presentation, all periods are presented as if the periods ended on September 30, December 31, March 31, and June 30. ​ ​ 2. New Accounting Pronouncements and Changes in Accounting ​ In June 2016, the Financial Accounting Standards Board (FASB) issued a new credit loss standard that changes the impairment model for most financial assets and some other instruments. The new guidance replaces the “incurred loss” approach with an “expected loss” model for instruments measured at amortized cost. It also simplifies the accounting model for purchased credit-impaired debt securities and loans. The Company adopted the new guidance effective October 1, 2020 using a modified retrospective approach that resulted in an $ 8.0 million, net of tax, reduction to retained earnings without restating comparative periods. Additional disclosures regarding the adoption can be found in Note 4. ​ In August 2018, the FASB issued new accounting guidance for the disclosure requirements of defined benefit pension plans. The amended guidance eliminates certain disclosure requirements that were no longer considered to be cost beneficial. The Company adopted the new guidance starting on October 1, 2021. Adoption of the new guidance did not have a significant impact on the Company’s financial statements. ​ In December 2019, the FASB issued new accounting guidance which simplifies the accounting for income taxes. The guidance amends certain exceptions to the general principles of Accounting Standards Codification (ACS) 740, Income Taxes , and simplifies several areas such as accounting for a franchise tax or similar tax that is partially based on income. The Company adopted the new guidance starting on October 1, 2021. The adoption of the new guidance did not have a significant impact on the Company’s consolidated financial statements. ​ 6 Table of Contents In October 2021, the FASB issued final guidance to companies that apply ASC 606, Revenue from Contracts with Customers , to recognize and measure contract assets and contract liabilities from contracts with customers acquired in a business combination. The new guidance creates an exception to the general requirement to measure acquired assets and liabilities at fair value on the acquisition date. Under this exception, an acquirer applies ASC 606 to recognize and measure contract assets and contract liabilities on the acquisition date. The Company expects to adopt the new guidance starting on October 1, 2022 on a prospective basis. The Company is currently assessing the impact this guidance will have on its consolidated financial statements. ​ ​ 3. Discontinued Operations, Goodwill and Intangible Assets ​ In the first quarter of fiscal 2020, management approved a plan to dispose via sale the Company’s self-perform at-risk construction businesses. These businesses include the Company’s civil infrastructure, power, and oil and gas construction businesses that were previously reported in the Company’s Construction Services segment. After consideration of the relevant facts, the Company concluded the assets and liabilities of its self-perform at-risk construction businesses met the criteria for classification as held for sale. The Company concluded the actual and proposed disposal activities represented a strategic shift that would have a major effect on the Company’s 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-risk construction businesses are presented in the Consolidated Statement of Operations as discontinued operations 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 the Consolidated Balance Sheets as assets and liabilities held for sale for both periods presented. ​ During the first quarter of fiscal 2021, the Company completed the sale of its power construction business to CriticalPoint Capital, LLC. The Company recorded an additional pre-tax loss on the sale of $ 17.3 million in fiscal 2021 related to payments for post-closing working capital adjustments. ​ The Company also completed the sale of its civil infrastructure construction business to affiliates of Oroco Capital in the second quarter of fiscal 2021. During the second quarter of fiscal 2021, the Company recorded a $ 32.8 million loss related to the sale of its civil infrastructure construction business. In the first quarter of fiscal 2022, the Company recorded an additional $ 40.0 million loss primarily related to revisions of estimates for its working capital obligation to be paid and contingent consideration receivable. Under the terms of the sale agreement, the Company made the required cash payments and delivered the cash and cash equivalents, including cash in consolidated joint ventures, on the balance sheet at closing. As a result, the Company recorded the net cash movement of the sale as a use of cash in the investing section of its statement of cash flows. On January 28, 2022, the Company completed the sale of its oil and gas construction business to affiliates of Graham Maintenance Services LP for a purchase price of $ 14 million, subject to cash, debt and working capital adjustments. ​ The following table represents summarized balance sheet information of assets and liabilities held for sale (in millions): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ September 30, ​ 2021 2021 ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents ​ $ 9.0 ​ $ 5.6 Receivables and contract assets ​ 60.0 ​ 90.3 Other ​ 38.8 ​ 43.5 Current assets held for sale ​ $ 107.8 ​ $ 139.4 ​ ​ ​ ​ ​ ​ ​ Property and equipment, net ​ $ 53.3 ​ $ 52.9 Other ​ 18.1 ​ 18.5 Write-down of assets to fair value less cost to sell ​ ​ ( 71.4 ) ​ ​ ( 71.4 ) Non-current assets held for sale ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ Accounts payable and accrued expenses ​ $ 83.7 ​ $ 88.5 Contract liabilities ​ — ​ — Other ​ 4.9 ​ 5.5 Current liabilities held for sale ​ $ 88.6 ​ $ 94.0 ​ ​ ​ ​ ​ ​ ​ Long-term liabilities held for sale ​ $ 7.6 ​ $ 11.1 ​ 7 Table of Contents The following table represents summarized income statement information of discontinued operations (in millions): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended ​ ​ December 31, ​ December 31, ​ 2021 2020 ​ ​ ​ ​ ​ ​ ​ Revenue ​ $ 127.1 ​ $ 330.7 Cost of revenue ​ 145.3 ​ 322.9 Gross (loss) profit ​ ( 18.2 ) ​ 7.8 Equity in earnings of joint ventures ​ ( 3.4 ) ​ 7.7 Loss on disposal activities ​ ​ ( 42.1 ) ​ ​ ( 11.3 ) Transaction costs ​ ​ ( 2.3 ) ​ ​ ( 10.9 ) Impairment of long-lived assets ​ ​ — ​ ​ ( 95.8 ) Loss from operations ​ ( 66.0 ) ​ ( 102.5 ) Interest expense ​ ( 0.1 ) ​ ( 0.2 ) Loss before taxes ​ ( 66.1 ) ​ ( 102.7 ) Income tax benefit ​ ( 4.1 ) ​ ( 46.9 ) Net loss from discontinuing operations ​ $ ( 62.0 ) ​ $ ( 55.8 ) ​ The significant components included in our Consolidated Statement of Cash Flows for the discontinued operations are as follows (in millions): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended ​ ​ December 31, December 31, ​ 2021 ​ 2020 ​ ​ ​ ​ ​ ​ ​ Depreciation and amortization: ​ ​ Property and equipment ​ $ — ​ $ — Intangible assets and capitalized debt issuance costs ​ $ — ​ $ — Payments for capital expenditures ​ $ ( 0.9 ) ​ $ ( 3.0 ) ​ The changes in the carrying value of goodwill by reportable segment for the three months ended December 31, 2021 were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign ​ ​ ​ ​ ​ September 30, ​ Exchange ​ December 31, ​ 2021 Impact 2021 ​ ​ (in millions) Americas ​ $ 2,626.4 ​ $ — ​ $ 2,626.4 International ​ 876.1 ​ ( 4.7 ) ​ 871.4 Total ​ $ 3,502.5 ​ $ ( 4.7 ) ​ $ 3,497.8 ​ The gross amounts and accumulated amortization of the Company’s acquired identifiable intangible assets with finite useful lives as of December 31 and September 30, 2021, included in intangible assets—net, in the accompanying consolidated balance sheets, were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2021 ​ September 30, 2021 ​ ​ ​ ​ Gross ​ Accumulated ​ Intangible ​ Gross ​ Accumulated ​ Intangible ​ Amortization ​ Amount Amortization Assets, Net Amount Amortization Assets, Net Period ​ ​ (in millions) ​ (years) Backlog and customer relationships ​ $ 663.4 ​ $ ( 613.2 ) ​ $ 50.2 ​ $ 663.4 ​ $ ( 608.5 ) ​ $ 54.9 1 - 11 ​ 8 Table of Contents Amortization expense of acquired intangible assets included within cost of revenue were $ 4.7 million and $ 5.4 million for the three months ended December 31, 2021 and 2020, respectively. The following table presents estimated amortization expense of existing intangible assets for the remainder of fiscal 2022 and for the succeeding years: ​ ​ ​ ​ ​ Fiscal Year (in millions) 2022 (nine months remaining) ​ $ 13.9 2023 ​ 18.2 2024 ​ 17.4 2025 ​ 0.7 2026 ​ ​ — Total ​ $ 50.2 ​ ​ 4. Revenue Recognition ​ The Company follows accounting principles for recognizing revenue upon the transfer of control of promised goods or services to customers, in an amount that reflects the expected consideration received in exchange for those goods or services. The Company generally recognizes revenues over time as performance obligations are satisfied. The Company generally measures its progress to completion using an input measure of total costs incurred divided by total costs expected to be incurred, which it believes to be the best measure of progress towards completion of the performance obligation. In the course of providing its services, the Company routinely subcontracts for services and incurs other direct costs on behalf of its clients. These costs are passed through to clients and, in accordance with GAAP, are included in the Company’s revenue and cost of revenue. These pass through revenues for the three months ended December 31, 2021 and 2020 were $ 1.7 billion and $ 1.8 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 engineering progress, material quantities, the achievement of milestones, penalty provisions, labor productivity and cost estimates. Additionally, the Company is required to make estimates for the amount of consideration to be received, including bonuses, awards, incentive fees, claims, unpriced change orders, penalties, and liquidated damages. Variable consideration is included in the estimate of the transaction price only to the extent that a significant reversal would not be probable. Management continuously monitors factors that may affect the quality of its estimates, and material changes in estimates are disclosed accordingly. Costs attributable to claims are treated as costs of contract performance as incurred. ​ The following summarizes the Company’s major contract types: ​ Cost Reimbursable Contracts ​ Cost reimbursable contracts include cost-plus fixed fee, cost-plus fixed rate, and time-and-materials price contracts. Under cost-plus contracts, the Company charges clients for its costs, including both direct and indirect costs, plus a negotiated fee or rate. The Company recognizes revenue based on actual direct costs incurred and the applicable fixed rate or portion of the fixed fee earned as of the balance sheet date. Under time-and-materials price contracts, the Company negotiates 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 materials and other direct incidental expenditures incurred in connection with its performance under the contract. The Company may apply a practical expedient to recognize revenue 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 contract provisions as cost-plus and fixed-price contracts. As with cost-plus contracts, clients are provided a disclosure 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 overall project (adjusted for change orders issued by clients) and a schedule including the expected completion date. Cost overruns or costs associated with project delays in completion could generally be the Company’s responsibility. For many of the Company’s commercial or residential GMP contracts, the final price is generally not established until the Company has subcontracted 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 project costs are incurred relative to total estimated project costs. ​ 9 Table of Contents Fixed-Price Contracts ​ Fixed price contracts include both lump-sum and fixed-unit price contracts. Under lump-sum contracts, the Company performs all the work under the contract for a specified fee. Lump-sum contracts are typically subject to price adjustments if the scope of the project changes or unforeseen conditions arise. Under fixed-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 the actual number of units delivered. Revenue is recognized for fixed-price contracts using the input method measured on a cost-to-cost basis. ​ The following tables present the Company’s revenues disaggregated by revenue sources: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended ​ ​ December 31, ​ December 31, ​ 2021 2020 ​ (in millions) Cost reimbursable ​ $ 1,307.6 ​ $ 1,327.4 Guaranteed maximum price ​ 1,067.7 ​ ​ 1,197.9 Fixed price ​ 891.4 ​ ​ 787.9 Total revenue ​ $ 3,266.7 ​ $ 3,313.2 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended ​ ​ December 31, ​ December 31, ​ 2021 2020 ​ (in millions) Americas ​ $ 2,464.2 ​ $ 2,557.5 Europe, Middle East, India, Africa ​ 440.9 ​ ​ 414.7 Asia Pacific ​ 361.6 ​ ​ 341.0 Total revenue ​ $ 3,266.7 ​ $ 3,313.2 ​ As of December 31, 2021, the Company had allocated $ 22.2 billion of transaction price to unsatisfied or partially satisfied performance obligations, of which approximately 50 % is expected to be satisfied within the next twelve months . ​ Contract liabilities represent amounts billed to clients in excess of revenue recognized to date. The Company recognized revenue of $ 466.2 million and $ 464.3 million during the three months ended December 31, 2021 and 2020, respectively, that was included in contract liabilities as of September 30, 2021 and 2020, respectively. ​ The Company’s timing of revenue recognition may not be consistent with its rights to bill and collect cash from its clients. Those rights are generally dependent upon advance billing terms, milestone billings based on the completion of certain phases of work or when services are performed. The Company’s accounts receivables represent amounts billed to clients that have yet to be collected and represent an unconditional right to cash from its clients. Contract assets represent the amount of contract revenue recognized but not yet billed pursuant to contract terms or accounts billed after the balance sheet date. Contract liabilities represent billings as of the balance sheet date, as allowed under the terms of a contract, but not yet recognized as contract revenue pursuant to the Company’s revenue recognition policy. ​ Net accounts receivable consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ September 30, ​ ​ 2021 2021 ​ ​ (in millions) Billed ​ $ 2,163.5 ​ $ 2,181.1 Contract retentions ​ 506.6 ​ ​ 531.2 Total accounts receivable—gross ​ 2,670.1 ​ ​ 2,712.3 Allowance for doubtful accounts and credit losses ​ ( 88.4 ) ​ ​ ( 92.8 ) Total accounts receivable—net ​ $ 2,581.7 ​ $ 2,619.5 ​ 10 Table of Contents Substantially all contract assets as of December 31, 2021 and September 30, 2021 are expected to be billed and collected within twelve months , except for claims. Significant claims recorded in contract assets and other non-current assets were approximately $ 140 million and $ 140 million as of December 31, 2021 and September 30, 2021, respectively. The asset related to the Deactivation, Demolition, and Removal Project retained from the MS Purchaser as defined in and discussed in Note 15 is presented in prepaid expense and other current assets from continuing operations in the Consolidated Balance Sheet. Contract retentions represent amounts invoiced to clients where payments have been withheld from progress payments until the contracted work has been completed and approved by the client but nonetheless represent an unconditional right to cash. These retention agreements vary from project to project and could be outstanding for several months or years. ​ On October 1, 2020, the Company adopted accounting pronouncements issued by the FASB regarding the changes to the way in which entities estimate credit losses for most financial assets, including accounts receivable and contract assets. The new guidance requires the Company to maintain an allowance for credit losses, which represent the portion of its financial assets that it does not expect to collect over their contractual life. The Company considers a broad range of information to estimate expected credit losses including the related ages of past due balances, projections of credit losses based on historical trends, and collection history and credit quality of its clients. Negative macroeconomic trends or delays in payment of outstanding receivables could result in an increase in the estimated credit losses. ​ No single client accounted for more than 10 % of the Company’s outstanding receivables at December 31, 2021 and September 30, 2021. ​ The Company sold trade receivables to financial institutions, of which $ 230.9 million and $ 263.6 million were outstanding as of December 31, 2021 and September 30, 2021, respectively. The Company does not retain financial or legal obligations for these receivables that would result in material losses. The Company’s 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 Entities ​ The Company’s joint ventures provide architecture, engineering, 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 joint venture is typically controlled by a joint venture executive committee, comprised of representatives from the joint venture partners. The joint venture executive committee normally provides management oversight and controls decisions which could have a significant impact on the joint venture. ​ Some of the Company’s joint ventures have no employees and minimal operating expenses. For these joint ventures, which are referred to as pass-through joint ventures, the Company’s employees perform work 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 type, the Company records the entire amount of the services performed and the costs associated with these services, including the services provided by the other joint venture partners, in the Company’s result of operations. For certain of these joint ventures where a fee is added by an unconsolidated joint venture to client billings, the Company’s 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 capital contribution. The Company accounts for these joint ventures either as consolidated entities or equity method investments based on the criteria further discussed below. ​ The Company follows guidance on the consolidation of variable interest entities (VIEs) that requires companies to utilize a qualitative approach to determine whether it is the primary beneficiary of a VIE. The process for identifying the primary beneficiary of a VIE requires consideration of the factors that indicate a party has the power to direct the activities that most significantly impact the joint venture’s economic performance, including powers granted to the joint venture’s program manager, powers contained in the joint venture governing board and, to a certain extent, a company’s economic interest in the joint venture. The Company analyzes its joint ventures and classifies them as either: ​ ● a VIE that must be consolidated because the Company is the primary beneficiary or the joint venture is not a VIE and the Company holds the majority voting interest with no significant participative rights available to the other partners; or ​ ● a VIE that does not require consolidation and is treated as an equity method investment because the Company is not the primary beneficiary or the joint venture is not a VIE and the Company does not hold the majority voting interest. 11 Table of Contents ​ 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 venture’s economic performance, the Company considers whether or not it has the obligation to absorb losses or rights to receive benefits of the VIE that could potentially be significant to the VIE. ​ Contractually required support provided to the Company’s joint ventures is further discussed in Note 15. ​ Summary of financial information of the consolidated joint ventures is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ ​ ​ ​ 2021 ​ September 30, ​ ​ (unaudited) ​ 2021 ​ ​ (in millions) Current assets ​ $ 486.0 ​ $ 503.9 Non-current assets ​ 74.4 ​ 74.8 Total assets ​ $ 560.4 ​ $ 578.7 ​ ​ ​ ​ ​ ​ ​ Current liabilities ​ $ 382.6 ​ $ 400.3 Non-current liabilities ​ 1.5 ​ 1.5 Total liabilities ​ 384.1 ​ 401.8 Total AECOM equity ​ 69.3 ​ 74.0 Noncontrolling interests ​ 107.0 ​ 102.9 Total owners’ equity ​ 176.3 ​ 176.9 Total liabilities and owners’ equity ​ $ 560.4 ​ $ 578.7 ​ Total revenue of the consolidated joint ventures was $ 301.2 million and $ 189.2 million for the three months ended December 31, 2021 and 2020, respectively. The assets of the Company’s consolidated joint ventures are restricted for use only by the particular joint venture and are not available for the general operations of the Company. ​ Summary of unaudited financial information of the unconsolidated joint ventures, as derived from their unaudited financial statements, is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ September 30, ​ 2021 2021 ​ ​ (in millions) Current assets ​ $ 1,310.5 ​ $ 1,323.2 Non-current assets ​ 1,102.0 ​ 1,001.6 Total assets ​ $ 2,412.5 ​ $ 2,324.8 ​ ​ ​ ​ ​ ​ ​ Current liabilities ​ $ 832.5 ​ $ 845.8 Non-current liabilities ​ 539.0 ​ 537.2 Total liabilities ​ 1,371.5 ​ 1,383.0 Joint ventures’ equity ​ 1,041.0 ​ 941.8 Total liabilities and joint ventures’ equity ​ $ 2,412.5 ​ $ 2,324.8 ​ ​ ​ ​ ​ ​ ​ AECOM’s investment in unconsolidated joint ventures ​ $ 327.5 ​ $ 328.9 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ December 31, ​ December 31, ​ 2021 2020 ​ ​ (in millions) Revenue ​ $ 416.6 ​ $ 584.3 Cost of revenue ​ 397.7 ​ 557.5 Gross profit ​ $ 18.9 ​ $ 26.8 Net income ​ $ 17.3 ​ $ 25.4 ​ 12 Table of Contents Summary of AECOM’s equity in earnings of unconsolidated joint ventures is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ December 31, December 31, ​ 2021 2020 ​ (in millions) Pass-through joint ventures ​ $ 6.8 ​ $ 4.4 Other joint ventures ​ 1.1 ​ ​ 3.8 Total ​ $ 7.9 ​ $ 8.2 ​ ​ 6. Pension Benefit Obligations ​ In the U.S., the Company sponsors various qualified defined benefit pension plans. Benefits under these plans generally are based on the employee’s years of 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 various pension plans, which are appropriate to the country in which the Company operates, some of which are government mandated. ​ The components of net periodic benefit cost other than the service cost component are included in other income in the consolidated statement of operations. The following table details the components of net periodic benefit cost for the Company’s pension plans for the three months ended December 31, 2021 and 2020: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ December 31, 2021 ​ December 31, 2020 ​ U.S. Int’l U.S. Int’l ​ ​ (in millions) Components of net periodic benefit cost: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Service costs ​ $ — ​ $ 0.1 ​ $ — ​ $ 0.1 Interest cost on projected benefit obligation ​ 1.2 ​ ​ 6.4 ​ ​ 1.0 ​ ​ 5.3 Expected return on plan assets ​ ( 1.4 ) ​ ​ ( 11.0 ) ​ ​ ( 1.6 ) ​ ​ ( 10.5 ) Amortization of net loss ​ 1.4 ​ ​ 1.9 ​ ​ 1.5 ​ ​ 2.2 Net periodic benefit cost ​ $ 1.2 ​ $ ( 2.6 ) ​ $ 0.9 ​ $ ( 2.9 ) ​ The total amounts of employer contributions paid for the three months ended December 31, 2021 were $ 2.4 million for U.S. plans and $ 5.4 million for non-U.S. plans. The expected remaining scheduled annual employer contributions for the fiscal year ending September 30, 2022 are $ 9.0 million for U.S. plans and $ 19.4 million for non-U.S. plans. ​ 7. Debt Debt consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ September 30, ​ 2021 2021 ​ ​ (in millions) Credit Agreement ​ $ 1,153.8 ​ $ 1,155.3 2027 Senior Notes ​ ​ 997.3 ​ ​ 997.3 Other debt ​ 77.9 ​ 83.0 Total debt ​ 2,229.0 ​ 2,235.6 Less: Current portion of debt and short-term borrowings ​ ( 48.1 ) ​ ( 53.8 ) Less: Unamortized debt issuance costs ​ ​ ( 23.0 ) ​ ​ ( 24.1 ) Long-term debt ​ $ 2,157.9 ​ $ 2,157.7 ​ 13 Table of Contents The following table presents, in millions, scheduled maturities of the Company’s debt as of December 31, 2021: ​ ​ ​ ​ ​ Fiscal Year ​ ​ 2022 (nine months remaining) ​ $ 38.2 2023 ​ 50.8 2024 ​ 42.9 2025 ​ 37.1 2026 ​ 400.5 Thereafter ​ 1,659.5 Total ​ $ 2,229.0 ​ Credit Agreement ​ On February 8, 2021, the Company entered into the 2021 Refinancing Amendment to the Credit Agreement (the "Credit Agreement"), pursuant to which the Company amended and restated its Syndicated Credit Facility Agreement, dated as of October 17, 2014 (as amended prior to February 8, 2021, the "Original Credit Agreement"), between the Company, as borrower, Bank of America, N.A., as administrative agent, and other parties thereto. The Credit Agreement consists of a $ 1,150,000,000 revolving credit facility (the "Revolving Credit Facility") and a $ 246,968,737.50 term loan A facility (the "Term A Facility," together with the Revolving Credit Facility, the "Credit Facilities"), each of which mature on February 8, 2026. The outstanding loans under the Term A Facility were borrowed in U.S. dollars. Loans under the Revolving Credit Facility may be borrowed, and the letters of credit thereunder may be issued, in U.S. dollars or certain foreign currencies. The proceeds of the Revolving Credit Facility may be used from time to time for ongoing working capital and for other general corporate purposes. The proceeds of the Revolving Credit Facility and the Term A Loan facility borrowed on February 8, 2021 were used to refinance the existing revolving credit facility and the existing term loan facility under the Original Credit Agreement and to pay related fees and expenses. The Credit Agreement permits the Company to designate certain of its subsidiaries as additional co-borrowers from time to time. Currently, there are no co-borrowers under the Credit Facilities. ​ The applicable interest rate under the Credit Agreement is calculated at a per annum rate equal to, at the Company’s option, (a) the Eurocurrency Rate (as defined in the Credit Agreement) plus an applicable margin (the “LIBOR Applicable Margin”), which is currently at 1.2250 % or (b) the Base Rate (as defined in the Credit Agreement) plus an applicable margin (the “Base Rate Applicable Margin” and together with the LIBOR Applicable Margin, the “Applicable Margins”), which is currently at 0.2250 %. The Credit Agreement includes certain environmental, social and governance (ESG) metrics relating to the Company’s CO 2 emissions and its percentage of employees who identify as women (each, a “Sustainability Metric”). The Applicable Margins and the commitment fees for the Revolving Credit Facility will be adjusted on an annual basis based on the Company’s achievement of preset thresholds for each Sustainability Metric. ​ Some of the Company's material subsidiaries (the "Guarantors") have guaranteed the Company's obligations of the borrowers under the Credit Agreement, subject to certain exceptions. The borrowers' obligations under the Credit Agreement are secured by a lien on substantially all of the Company's assets and 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 certain of its subsidiaries, 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, taken as a whole, and transact with affiliates. The Company is also required to maintain a consolidated interest coverage ratio of at least 3.00 to 1.00 and 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 a quarterly basis (the "Financial Covenants"). The Company's consolidated leverage ratio was 2.40 to 1.00 at December 31, 2021. As of December 31, 2021, the Company was in compliance with the covenants of the Credit Agreement. ​ The Credit Agreement contains customary affirmative covenants, including, among other things, compliance with applicable law, preservation of existence, maintenance of properties and of insurance, and keeping proper 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 to perform covenants, events of bankruptcy and insolvency, change of control and unsatisfied judgments, subject in certain cases to notice and cure periods and other exceptions. ​ 14 Table of Contents On April 13, 2021, the Company entered into Amendment No. 10 to the Credit Agreement, pursuant to which the lenders thereunder provided a secured term “B” credit facility (the “Term B Facility”) to the Company in an aggregate principal amount of $ 700,000,000 . The Term B Facility matures on April 13, 2028. The proceeds of the Term B Facility were used to fund the purchase price, fees and expenses in connection with the Company’s cash tender offer to purchase up to $ 700,000,000 aggregate purchase price (not including any accrued and unpaid interest) of its outstanding 5.875 % Senior Notes due 2024. ​ The Term B Facility is subject to the same affirmative and negative covenants and events of default as the Term A Facility previously incurred pursuant to the existing Credit Agreement (except that the Financial Covenants in the Credit Agreement do not apply to the Term B Facility). The applicable interest rate for the Term B Facility is calculated at a per annum rate equal to, at the Company’s option, (a) the Eurocurrency Rate (as defined in the Credit Agreement) plus 1.75 % or (b) the Base Rate (as defined in the Credit Agreement) plus 0.75 %. ​ On June 25, 2021, the Company entered into Amendment No. 11 to the Credit Agreement, pursuant to which the lenders have provided to the Company an additional $ 215,000,000 in aggregate principal amount under the Term A Facility. The Company used the net proceeds from the increase in the Term A Facility (together with cash on hand), to (i) redeem all of the Company’s remaining 5.875 % Senior Notes due 2024 and (ii) pay fees and expenses related to such redemption. ​ At December 31, 2021 and September 30, 2021, letters of credit totaled $ 5.2 million and $ 5.2 million, respectively, under the Company’s Revolving Credit Facility. As of December 31, 2021 and September 30, 2021, the Company had $ 1,144.8 million and $ 1,144.8 million, respectively, available under its Revolving Credit Facility. ​ 2027 Senior Notes ​ On February 21, 2017, the Company completed a private placement offering of $ 1,000,000,000 aggregate principal amount of its unsecured 5.125 % Senior Notes due 2027 (the “2027 Senior Notes”). On June 30, 2017, the Company completed an exchange offer to exchange the unregistered 2027 Senior Notes for registered notes, as well as related guarantees. ​ As of December 31, 2021, the estimated fair value of the 2027 Senior Notes was approximately $ 1,052.1 million. The fair value of the 2027 Senior Notes as of December 31, 2021 was derived by taking the mid-point of the trading prices from an observable market input (Level 2) in the secondary bond market and multiplying it by the outstanding balance of the 2027 Senior Notes. Interest is payable on the 2027 Senior Notes at a rate of 5.125 % per annum. Interest on the 2027 Senior Notes 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 March 15, 2027. ​ At any time and from time to time prior to December 15, 2026, the Company may redeem all or part of the 2027 Senior Notes, at a redemption price equal to 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 after December 15, 2026, the Company may redeem all or part of the 2027 Senior Notes at a redemption price equal to 100 % of their principal amount, plus accrued and unpaid interest to 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 provisions 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 December 31, 2021. ​ Other Debt ​ Other debt consists primarily of obligations under finance leases and loans and unsecured credit facilities. ​ Effective Interest Rate ​ The Company’s average effective interest rate on its total debt, including the effects of the interest rate swap agreements, during the three months ended December 31, 2021 and 2020 was 3.4% and 5.2% , respectively. ​ Interest expense in the consolidated statements of operations included amortization of deferred debt issuance costs for the three months ended December 31, 2021 and 2020 of $ 1.2 million and $ 1.8 million, respectively. ​ 15 Table of Contents 8. Derivative Financial Instruments and Fair Value Measurements ​ The Company uses interest rate derivative contracts to hedge interest rate exposures on the Company’s variable rate debt. The Company enters into foreign currency derivative contracts with financial institutions to reduce the risk that its cash flows and earnings will be adversely affected by foreign currency exchange rate fluctuations. The Company’s hedging program is not designated for trading or speculative purposes. ​ The Company recognizes derivative instruments as either assets or liabilities on the accompanying consolidated balance sheets at fair value. The Company records changes in the fair value (i.e., gains or losses) of the derivatives that have been designated as accounting hedges in the accompanying consolidated statements of operations as cost of revenue, interest expense or to accumulated other comprehensive loss in the accompanying consolidated balance sheets. ​ Cash Flow Hedges ​ The Company uses interest rate swap agreements designated as cash flow hedges to fix the variable interest rates on portions of the Company’s debt. The Company initially reports any gain on the effective portion of a cash flow hedge as a component of accumulated other comprehensive loss. Depending on the type of cash flow hedge, the gain is subsequently reclassified to interest expense when the interest expense on the variable rate debt is recognized. If the hedged transaction becomes probable of not occurring, any gain or loss related to interest rate swap agreements would be recognized in other income. ​ The notional principal, fixed rates and related effective and expiration dates of the Company’s outstanding interest rate swap agreements were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2021 Notional Amount ​ Notional Amount ​ Fixed ​ Effective ​ Expiration Currency (in millions) Rate ​ Date Date USD ​ 200.0 2.60 % ​ March 2018 ​ February 2023 USD ​ 400.0 ​ 1.349 % ​ February 2023 ​ March 2028 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2021 Notional Amount ​ Notional Amount ​ Fixed ​ Effective ​ Expiration Currency (in millions) Rate ​ Date Date USD ​ 200.0 ​ 2.60 % ​ March 2018 ​ February 2023 USD ​ 400.0 1.349 % ​ February 2023 ​ March 2028 ​ In the fourth quarter of fiscal 2021, the Company entered into new interest rate swap agreements with a notional value of $ 400.0 million to manage the interest rate exposure of its variable rate loans. The new swaps will become effective February 2023 and terminate in March 2028. By entering into the swap agreements, the Company converted a portion of the LIBOR rate-based liability into a fixed rate liability. The Company will pay a fixed rate of 1.349 % and receive payment at the prevailing one-month LIBOR. ​ Other Foreign Currency Forward Contracts ​ The Company uses foreign currency forward contracts which are not designated as accounting hedges to hedge intercompany transactions and other monetary assets or liabilities denominated in currencies other than the functional currency of a subsidiary. Gains and losses on these contracts were not material for the three months ended December 31, 2021 and 2020. ​ Fair Value Measurements ​ The Company’s non-pension financial assets and liabilities recorded at fair values relate to derivative instruments were not material at December 31, 2021 or September 30, 2021. ​ See Note 14 for accumulated balances and reporting period activities of derivatives related to reclassifications out of accumulated other comprehensive loss for the three months ended December 31, 2021 and 2020. Additionally, there were no material losses recognized in income due to amounts excluded from effectiveness testing from the Company’s interest rate swap agreements. ​ 16 Table of Contents 9. Share-based Payments ​ The fair value of the Company’s employee stock option awards is estimated on the date of grant. The expected term of awards granted represents the period of time the awards are expected to be outstanding. The risk-free interest rate is based on U.S. Treasury bond rates with maturities equal to the expected term of the stock option on the grant date. The Company uses historical data as a basis to estimate the probability of forfeitures. ​ Stock option activity for the three months ended December 31 was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2021 ​ 2020 ​ ​ Shares of stock ​ Weighted average ​ Shares of stock ​ Weighted average ​ under options exercise price under options exercise price ​ ​ (in millions) ​ ​ ​ ​ (in millions) ​ ​ ​ Outstanding at September 30 ​ 0.3 ​ $ 38.72 0.4 ​ $ 36.41 Options granted — ​ — — ​ — Options exercised — ​ — — ​ — Options forfeited or expired — ​ — — ​ — Outstanding at December 31 0.3 ​ 38.72 0.4 ​ 36.41 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Vested and expected to vest in the future as of December 31 ​ 0.2 ​ $ 38.72 0.1 ​ $ 31.62 ​ The Company grants stock units to employees under its Performance Earnings Program (PEP), whereby units are earned and issued dependent upon meeting established cumulative performance objectives and vest over a three-year service period. Additionally, the Company issues restricted stock units to employees which are earned based on service conditions. The grant date fair value of PEP awards and restricted stock unit awards is that day’s closing market price of the Company’s common stock. The weighted average grant date fair value of PEP awards was $ 85.48 and $ 52.50 during the three months ended December 31, 2021 and 2020, respectively. The weighted average grant date fair value of restricted stock unit awards was $ 74.70 and $ 47.87 during the three months ended December 31, 2021 and 2020, respectively. Total compensation expense related to these share-based payments including stock options was $ 9.8 million and $ 15.4 million during the three months ended December 31, 2021 and 2020, respectively. Unrecognized compensation expense related to total share-based payments outstanding as of December 31, 2021 and September 30, 2021 was $ 69.7 million and $ 45.6 million, respectively, to be recognized on a straight-line basis over the awards’ respective vesting periods which are generally three years . ​ 10. Income Taxes ​ The Company’s effective tax rate was 15.5 % and 22.4 % for the three months ended December 31, 2021 and 2020, respectively. The most significant items contributing to the difference between the statutory U.S. federal corporate tax rate of 21.0 % and the Company’s effective tax rate for the three-month period ended December 31, 2021 were a tax benefit of $ 21.9 million related to changes in valuation allowances, tax expense of $ 16.1 million primarily related to changes in foreign uncertain tax positions, a tax benefit of $ 13.3 million related to income tax credits and incentives,and a tax expense of $ 11.6 million related to foreign residual income. All of these items are expected to have a continuing impact on the effective tax rate for the remainder of the fiscal year except for the changes in valuation allowance and uncertain positions. ​ The most significant items contributing to the difference between the statutory U.S. federal corporate tax rate of 21.0 % and the Company’s effective tax rate for the three-month period ended December 31, 2020 were a tax benefit of $ 10.9 million related to income tax credits and incentives, tax expense of $ 7.2 million related to foreign residual income, and tax expense of $ 4.5 million related to state income taxes. ​ During the three-month period ended December 31, 2021, valuation allowances in the amount of $ 21.9 million primarily related to net operating losses in certain foreign entities were released due to sufficient positive evidence obtained during the quarter. The positive evidence included a realignment of the Company’s global transfer pricing methodology that was implemented during the quarter which resulted in forecasting the utilization of the net operating losses within the foreseeable future. ​ The Company is utilizing the annual effective tax rate method under ASC 740 to compute its interim tax provision. The Company’s effective tax rate fluctuates from quarter to quarter due to various factors including the change in the mix of global income and expenses, outcomes of administrative audits, changes in the assessment of valuation allowances due to management’s consideration of new positive or negative evidence during the quarter, and changes in enacted tax laws. The U.S.and many 17 Table of Contents international legislative and regulatory bodies have proposed legislation that could significantly impact how our business activities are taxed. These proposed changes could have a material impact on the Company’s income tax expense and deferred tax balances. ​ The Company is currently under tax audit in several jurisdictions including the U.S. and believes the outcomes which are reasonably possible within the next twelve months, including lapses in statutes of limitations, could result in future adjustments, but will not result in a material change in the liability for uncertain tax positions. ​ Generally, the Company does not provide for U.S. taxes or foreign withholding taxes on gross book-tax differences in its non-U.S. subsidiaries because such basis differences of approximately $ 1.5 billion are able to and intended to be reinvested indefinitely. If these basis differences were distributed, foreign tax credits 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 foreign income tax liability upon repatriation, although the calculation of such additional taxes is not practicable. ​ 11. Earnings Per Share ​ Basic earnings per share (EPS) excludes dilution and is computed by dividing net income attributable to AECOM by the weighted average number of common shares outstanding for the period. Diluted EPS is computed by dividing net income attributable to AECOM by the weighted average number of common shares outstanding and potential common shares for the period. The Company includes as potential common shares the weighted average dilutive effects of equity awards using the treasury stock method. For the three months ended December 31, 2021 and 2020, equity awards excluded from the calculation of potential common shares were not significant. ​ The following table sets forth a reconciliation of the denominators for basic and diluted earnings per share: ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ December 31, ​ December 31, ​ 2021 2020 ​ ​ (in millions) Denominator for basic earnings per share 141.8 151.4 Potential common shares 2.8 2.3 Denominator for diluted earnings per share 144.6 153.7 ​ ​ 12. Leases ​ The Company and its subsidiaries are lessees in non-cancelable leasing agreements for office buildings and equipment. Substantially all of the Company’s office building leases are operating leases, and its equipment leases are both operating and finance leases. The Company groups lease and non-lease components for its equipment leases into a single lease component but separates lease and non-lease components for its office building leases. ​ 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 the contractual minimum lease payments over the lease term. The present value is calculated using the rate implicit in the lease, if known, or the Company’s incremental secured borrowing rate. The discount rate used for operating leases is primarily determined based on an analysis of the Company’s incremental secured borrowing rate, while the discount rate used for finance leases is primarily determined by the rate specified in the lease. ​ The related lease payments are expensed on a straight-line basis over the lease term, including, as applicable, any free-rent period during which the Company 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, is used to determine the appropriate lease classification and to compute periodic rental expense. Leases with initial terms shorter than 12 months are not recognized on the balance sheet, and lease expense is recognized on a straight-line basis. ​ 18 Table of Contents The components of lease expenses are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ December 31, December 31, ​ ​ 2021 ​ 2020 ​ ​ (in millions) Operating lease cost ​ $ 44.1 ​ $ 47.5 Finance lease cost ​ ​ ​ ​ ​ Amortization of right-of-use assets ​ 4.1 ​ ​ 2.5 Interest on lease liabilities ​ 0.5 ​ ​ 0.8 Variable lease cost ​ 8.1 ​ ​ 9.2 Total lease cost ​ $ 56.8 ​ $ 60.0 ​ Additional balance sheet information related to leases is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ As of (in millions except as noted) Balance Sheet Classification December 31, 2021 September 30, 2021 Assets: ​ ​ ​ ​ Operating lease assets Operating lease right-of-use assets ​ $ 585.0 ​ $ 607.1 Finance lease assets Property and equipment – net ​ ​ 48.0 ​ 44.4 Total lease assets ​ $ 633.0 ​ $ 651.5 ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities: ​ ​ ​ ​ ​ Current: ​ ​ ​ ​ ​ Operating lease liabilities Accrued expenses and other current liabilities ​ $ 154.2 ​ $ 157.3 Finance lease liabilities Current portion of long-term debt ​ ​ 16.2 ​ 13.4 Total current lease liabilities ​ ​ 170.4 ​ ​ 170.7 Non-current: ​ ​ ​ ​ ​ ​ Operating lease liabilities Operating lease liabilities, noncurrent ​ ​ 653.8 ​ 679.1 Finance lease liabilities Long-term debt ​ ​ 33.7 ​ 32.1 Total non-current lease liabilities ​ $ 687.5 ​ $ 711.2 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ ​ As of ​ ​ December 31, 2021 ​ September 30, 2021 ​ Weighted average remaining lease term (in years): ​ ​ ​ ​ Operating leases 6.8 ​ ​ 6.9 ​ Finance leases 3.4 ​ ​ 3.5 ​ Weighted average discount rates: ​ ​ ​ ​ ​ Operating leases 4.2 % ​ 4.3 % Finance leases 4.1 % ​ 4.3 % ​ Additional cash flow information related to leases is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ December 31, ​ December 31, ​ 2021 2020 ​ ​ (in millions) Cash paid for amounts included in the measurement of lease liabilities: ​ ​ ​ ​ Operating cash flows from operating leases ​ $ 50.8 ​ $ 57.8 Operating cash flows from finance leases ​ ​ 0.5 ​ 0.7 Financing cash flows from finance leases ​ ​ 4.3 ​ 1.9 Right-of-use assets obtained in exchange for new operating leases ​ ​ 14.7 ​ 42.6 Right-of-use assets obtained in exchange for new finance leases ​ ​ 7.9 ​ 8.4 ​ 19 Table of Contents Total remaining lease payments under both the Company’s operating and finance leases are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating Leases Finance Leases Fiscal Year ​ (in millions) 2022 (nine months remaining) ​ $ 140.6 ​ $ 14.3 2023 ​ 158.9 ​ 16.9 2024 ​ 137.2 ​ 13.2 2025 ​ 115.9 ​ 7.4 2026 ​ ​ 92.4 ​ 1.5 Thereafter ​ 287.0 ​ — Total lease payments ​ $ 932.0 ​ $ 53.3 Less: Amounts representing interest ​ $ ( 124.0 ) ​ $ ( 3.4 ) Total lease liabilities ​ $ 808.0 ​ $ 49.9 ​ ​ 13. Other Financial Information ​ Accrued expenses and other current liabilities consist of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, September 30, ​ ​ 2021 ​ 2021 ​ ​ (in millions) Accrued salaries and benefits ​ $ 643.1 ​ $ 661.8 Accrued contract costs ​ 1,254.3 ​ 1,202.1 Other accrued expenses ​ 365.7 ​ 310.3 ​ ​ $ 2,263.1 ​ $ 2,174.2 ​ Accrued contract costs above include balances related to professional liability accruals of $ 744.0 million and $ 736.4 million as of December 31, 2021 and September 30, 2021, respectively. The remaining accrued contract costs primarily relate to costs for services provided by subcontractors and other non-employees for which the Company has not received an invoice. Liabilities recorded related to accrued contract losses were not material as of December 31, 2021 and September 30, 2021. The Company did not have material revisions to estimates for contracts where revenue is recognized using the input method during the three months ended December 31, 2021 and 2020. During the first quarter of fiscal 2022, the Company incurred restructuring expenses of $ 3.4 million, including personnel and other costs of $ 2.2 million and real estate costs of $ 1.2 million, of which $ 0.3 million was accrued and unpaid at December 31, 2021. During the first quarter of fiscal 2021, the Company incurred restructuring expenses of $ 13.0 million, including personnel and other costs of $ 10.2 million and real estate costs of $ 2.8 million, of which $ 1.7 million was accrued and unpaid at December 31, 2020. ​ On December 13, 2021, the Company's Board of Directors declared a quarterly cash dividend of $ 0.15 per share, which was paid on January 21, 2022 to stockholders of record as of January 5, 2022. As of December 31, 2021, accrued and unpaid dividends totaled $ 21.5 million and were classified within other accrued expenses on the consolidated balance sheet. ​ 20 Table of Contents 14. Reclassifications out of Accumulated Other Comprehensive Loss ​ The accumulated balances and reporting period activities for the three months ended December 31, 2021 and 2020 related to reclassifications out of accumulated other comprehensive loss are summarized as follows (in millions): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign ​ ​ ​ ​ Accumulated ​ ​ Pension ​ Currency ​ (Loss)/Gain on ​ Other ​ Related Translation Derivative Comprehensive ​ Adjustments Adjustments Instruments Loss Balances at September 30, 2021 ​ $ ( 316.2 ) ​ $ ( 580.1 ) ​ $ ( 4.1 ) ​ $ ( 900.4 ) Other comprehensive income (loss) before reclassification ​ 0.3 ​ ​ ( 5.2 ) ​ ​ 2.7 ​ ​ ( 2.2 ) Amounts reclassified from accumulated other comprehensive (loss) income ​ 2.5 ​ ​ — ​ ​ 0.9 ​ ​ 3.4 Balances at December 31, 2021 ​ $ ( 313.4 ) ​ $ ( 585.3 ) ​ $ ( 0.5 ) ​ $ ( 899.2 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign ​ Accumulated ​ ​ Pension ​ Currency ​ (Loss)/Gain on ​ Other ​ ​ Related ​ Translation ​ Derivative ​ Comprehensive ​ Adjustments Adjustments Instruments Loss Balances at September 30, 2020 ​ $ ( 342.8 ) ​ $ ( 567.3 ) ​ $ ( 8.6 ) ​ $ ( 918.7 ) Other comprehensive (loss) income before reclassification ​ ( 13.7 ) ​ 51.7 ​ — ​ 38.0 Amounts reclassified from accumulated other comprehensive (loss) income ​ 3.0 ​ — ​ 0.9 ​ 3.9 Balances at December 31, 2020 ​ $ ( 353.5 ) ​ $ ( 515.6 ) ​ $ ( 7.7 ) ​ $ ( 876.8 ) ​ ​ ​ ​ 15. Commitments and Contingencies ​ The Company records amounts representing its probable estimated liabilities relating to claims, guarantees, litigation, audits and investigations. The Company 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 been asserted against it, and for insurance-related claims that are believed to have been incurred based on actuarial analysis, but have not yet been reported to the Company’s claims administrators as of the respective balance sheet dates. The Company includes any adjustments to such insurance reserves in its consolidated results of operations. The Company’s reasonably possible loss disclosures are presented on a gross basis prior to the consideration of insurance recoveries. The Company 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 are under investigation and may not be aware of whether or not a known investigation has been concluded. ​ In the ordinary course of business, the Company may enter into various arrangements providing financial or performance assurance to clients, lenders, or partners. Such arrangements include standby letters of credit, surety bonds, and corporate guarantees to support the creditworthiness or the project execution commitments of its affiliates, partnerships and joint ventures. The Company's unsecured credit arrangements are used for standby letters of credit issued in connection with general and professional liability insurance programs and for contract performance guarantees. At December 31, 2021 and September 30, 2021, these outstanding standby letters of credit totaled $ 465.9 million and $ 478.5 million, respectively. As of December 31, 2021, the Company had $ 466.5 million available under these unsecured credit facilities. Performance arrangements typically have various expiration dates ranging from the completion of the project contract and extending beyond contract completion in some circumstances such as for warranties. The Company may also guarantee that a project, when complete, will achieve specified performance standards. If the project subsequently fails to meet guaranteed performance standards, the Company may incur additional costs, pay liquidated damages or be held responsible for the costs incurred by the client to achieve the required performance standards. The potential payment amount of an outstanding performance arrangement is typically the remaining cost of work to be performed by or on behalf of 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 be required to complete those activities. ​ At December 31, 2021, the Company was contingently liable in the amount of approximately $ 470.4 million in issued standby letters of credit and $ 3.4 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 of certain unconsolidated partnerships, joint ventures and other jointly executed contracts. These agreements are entered into primarily to support the project execution commitments of these entities. 21 Table of Contents ​ The Company’s investment adviser jointly manages and sponsors the AECOM-Canyon Equity Fund, L.P. (the “Fund”), in which the Company indirectly holds an equity interest and has an ongoing capital commitment to fund investments. At December 31, 2021, the Company has capital commitments of $ 20.9 million to the Fund over the next 7 years . ​ In addition, in connection with the investment activities of AECOM Capital, the Company provides guarantees of certain contractual obligations, including guarantees for completion of projects, repayment of debt, environmental indemnity obligations and other lender required guarantees. ​ Department of Energy Deactivation, Demolition, and Removal Project ​ A former affiliate of the Company, Amentum Environment & Energy, Inc., f/k/a AECOM Energy and Construction, Inc. (“Former Affiliate”), executed a cost-reimbursable task order with the Department of Energy (DOE) in 2007 to provide deactivation, demolition and removal services at a New York State project site that, during 2010, experienced contamination and performance issues. In February 2011, the Former Affiliate and the DOE executed a Task Order Modification that changed some cost-reimbursable contract provisions to at-risk. The Task Order Modification, including subsequent amendments, required the DOE to pay all project costs up to $ 106 million, required the Former Affiliate and the DOE to equally share in all project costs incurred from $ 106 million to $ 146 million, and required 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 caused by Hurricane Irene in 2011, the Former Affiliate was required to perform work outside the scope of the Task Order Modification. In December 2014, the Former Affiliate submitted an initial set of claims against the DOE pursuant to the Contracts Disputes Acts seeking recovery of $ 103 million, including additional fees on changed work scope (the “2014 Claims”). On December 6, 2019, the Former Affiliate submitted a second set of claims against the DOE seeking recovery of an additional $ 60.4 million, including additional project costs and delays outside the scope of the contract as a result of differing site and ground conditions (the “2019 Claims”). The Former Affiliate also submitted three alternative breach of contract claims to the 2014 and 2019 Claims that may entitle the Former Affiliate to recovery of $ 148.5 million to $ 329.4 million. On December 30, 2019, the DOE denied the Former Affiliate’s 2014 Claims. On September 25, 2020, the DOE denied the Former Affiliate’s 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 Management Services business, including the Former Affiliate who worked on the DOE project, to Maverick Purchaser Sub LLC (MS Purchaser), an affiliate of American Securities LLC and Lindsay Goldberg LLC. The Company and the MS Purchaser agreed that all future DOE project claim recoveries and costs will be split 10 % to the MS Purchaser and 90 % to the Company with the Company retaining 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 Claims submitted against the DOE, or any additional incurred claims or costs, which could have a material adverse effect on the Company’s results of operations. ​ New York Department of Environmental Conservation ​ In September 2017, AECOM USA, Inc. was advised by the New York State Department of Environmental Conservation (DEC) of allegations that it committed environmental permit violations pursuant to the New York Environmental Conservation Law (ECL) associated with AECOM USA, Inc.’s oversight of a stream restoration project for Schoharie County which could result in substantial penalties if calculated under the ECL’s maximum civil penalty provisions. AECOM USA, Inc. disputes this claim and intends to continue to defend this matter vigorously; however, AECOM USA, Inc. cannot provide assurances that it will be successful in these efforts. The potential range of loss in excess of any current accrual cannot be reasonably estimated at this time primarily because the matter involves complex and unique environmental and regulatory issues; the project site involves the oversight and involvement of various local, state and federal government agencies; there is substantial uncertainty regarding any alleged damages; and the matter is in its preliminary stages. ​ Refinery Turnaround Project ​ A Former Affiliate of the Company entered into an agreement to perform turnaround maintenance services during a planned shutdown at a refinery in Montana in December 2017. The turnaround project was completed in February 2019. Due to circumstances outside of the Company’s Former Affiliate’s control, including client directed changes and delays and the refinery’s condition, the 22 Table of Contents Company’s Former Affiliate performed additional work outside of the original contract 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 the Company’s Former Affiliate alleging it incurred approximately $ 79 million in damages due to the Company’s Former Affiliate’s project performance. In April 2019, the Company’s 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 Thirteen Judicial District Court of Montana asserting claims against the refinery owner and the Company’s Former Affiliate, the refinery owner crossclaimed against the Company’s Former Affiliate and the subcontractor. In October 2019, following the subcontractor’s dismissal of its claims, the Company’s Former Affiliate removed the matter to federal court and cross claimed against the refinery owner. In December 2019, the refinery owner claimed $ 93.0 million in damages and offsets against the Company’s 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 Refinery Turnaround Project, including related claims and liabilities, has been retained by the Company. ​ The Company intends to vigorously prosecute and defend this matter; however, the Company cannot provide assurance that the Company will be successful in these efforts. The resolution of this matter and any potential range of loss cannot be reasonably determined or estimated at this time, primarily because the matter raises complex legal issues that Company is continuing to assess. ​ 16. Reportable Segments ​ The Company's reportable segments are presented according to their geographic regions and business activities. The Americas segment provides planning, consulting, architectural and engineering design services, and construction management services to commercial and government clients in the United States, Canada, and Latin America, while the International segment provides similar professional services to commercial and government clients in Europe, the Middle East, Africa, and the Asia-Pacific regions. ​ The Company’s AECOM Capital (ACAP) segment primarily invests in and develops real estate projects. These reportable segments are organized by the differing specialized needs of the respective clients, and how the Company manages its business. The Company has aggregated various operating segments into its reportable segments based on their similar characteristics, including similar long term financial performance, the nature of services provided, internal processes for delivering those services, and types of customers. ​ 23 Table of Contents The following tables set forth summarized financial information concerning the Company’s reportable segments: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AECOM ​ ​ ​ ​ ​ ​ ​ Reportable Segments: Americas ​ International Capital Corporate Total ​ ​ ​ (in millions) Three Months Ended December 31, 2021: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revenue ​ $ 2,463.5 ​ ​ $ 802.4 ​ $ 0.8 ​ $ — ​ $ 3,266.7 ​ Gross profit ​ 150.0 ​ ​ 49.4 ​ 0.8 ​ ​ — ​ ​ 200.2 ​ Equity in earnings of joint ventures ​ 3.2 ​ ​ 3.6 ​ 1.1 ​ ​ — ​ ​ 7.9 ​ General and administrative expenses ​ — ​ ​ — ​ ( 3.0 ) ​ ​ ( 33.4 ) ​ ​ ( 36.4 ) ​ Restructuring costs ​ ​ — ​ ​ ​ — ​ ​ — ​ ​ ( 3.4 ) ​ ​ ( 3.4 ) ​ Operating income (loss) ​ 153.2 ​ ​ 53.0 ​ ( 1.1 ) ​ ​ ( 36.8 ) ​ ​ 168.3 ​ Gross profit as a % of revenue ​ 6.1 % ​ 6.2 % — ​ ​ — ​ ​ 6.1 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended December 31, 2020: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revenue ​ $ 2,557.3 ​ ​ $ 755.6 ​ $ 0.3 ​ $ — ​ $ 3,313.2 ​ Gross profit ​ 145.0 ​ ​ 39.1 ​ ​ 0.3 ​ — ​ 184.4 ​ Equity in earnings of joint ventures ​ 1.4 ​ ​ 3.0 ​ ​ 3.8 ​ — ​ 8.2 ​ General and administrative expenses ​ — ​ ​ — ​ ​ ( 1.9 ) ​ ( 36.5 ) ​ ( 38.4 ) ​ Restructuring costs ​ ​ — ​ ​ ​ — ​ ​ — ​ ​ ( 13.0 ) ​ ​ ( 13.0 ) ​ Operating income ​ ​ 146.4 ​ ​ ​ 42.1 ​ ​ 2.2 ​ ​ ( 49.5 ) ​ ​ 141.2 ​ Gross profit as a % of revenue ​ 5.7 % ​ ​ 5.2 % ​ — ​ ​ — ​ ​ 5.6 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Reportable Segments: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2021 ​ $ 7,090.1 ​ $ 2,691.3 ​ $ 233.3 ​ $ 1,320.5 ​ ​ ​ September 30, 2021 ​ $ 7,204.6 ​ $ 2,764.5 ​ $ 234.6 ​ $ 1,390.9 ​ ​ ​ ​ ​ ​ 24 Table of Contents ​ ​