Statistiche di base
| CIK | 102379 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Urs Corp
SEC Filings (Chronological Order)
Questa pagina fornisce un elenco completo e cronologico dei depositi SEC, esclusi i documenti di proprietà che forniamo altrove.
| February 13, 2015 |
URS / Urs Corp / SOUTHERNSUN ASSET MANAGEMENT, LLC - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 URS Corporation (Name of Issuer) Common (Title of Class of Securities) 903236107 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-1( |
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| October 31, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 1-07567 URS CORPORATION (Exact name of registrant as specified in its charte |
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| October 27, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 333-187968 URS CORPORATION (Exact name of registrant as specified in its cha |
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| October 20, 2014 |
8-K 1 d806601d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 16, 2014 URS CORPORATION Delaware 1-7567 94-1381538 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identific |
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| October 20, 2014 |
URS / Urs Corp S-8 POS - - S-8 POS S-8 POS 1 d806589ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on October 17, 2014 Registration No. 333-188793 Registration No. 333-151404 Registration No. 333-138531 Registration No. 333-110467 Registration No. 333-91053 Registration No. 333-48791 Registration No. 333-48793 Registration No. 333-24063 Registration No. 333-24069 Registration No. 333-24067 Registration No. |
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| October 20, 2014 |
URS / Urs Corp S-8 POS - - S-8 POS S-8 POS 1 d806589ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on October 17, 2014 Registration No. 333-188793 Registration No. 333-151404 Registration No. 333-138531 Registration No. 333-110467 Registration No. 333-91053 Registration No. 333-48791 Registration No. 333-48793 Registration No. 333-24063 Registration No. 333-24069 Registration No. 333-24067 Registration No. |
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| October 20, 2014 |
URS / Urs Corp S-8 POS - - S-8 POS S-8 POS As filed with the Securities and Exchange Commission on October 17, 2014 Registration No. |
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| October 20, 2014 |
URS / Urs Corp S-8 POS - - S-8 POS S-8 POS As filed with the Securities and Exchange Commission on October 17, 2014 Registration No. |
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| October 20, 2014 |
URS / Urs Corp S-8 POS - - S-8 POS S-8 POS As filed with the Securities and Exchange Commission on October 17, 2014 Registration No. |
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| October 20, 2014 |
URS / Urs Corp S-8 POS - - S-8 POS S-8 POS As filed with the Securities and Exchange Commission on October 17, 2014 Registration No. |
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| October 20, 2014 |
URS / Urs Corp S-8 POS - - S-8 POS S-8 POS 1 d806589ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on October 17, 2014 Registration No. 333-188793 Registration No. 333-151404 Registration No. 333-138531 Registration No. 333-110467 Registration No. 333-91053 Registration No. 333-48791 Registration No. 333-48793 Registration No. 333-24063 Registration No. 333-24069 Registration No. 333-24067 Registration No. |
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| October 20, 2014 |
URS / Urs Corp S-8 POS - - S-8 POS S-8 POS 1 d806589ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on October 17, 2014 Registration No. 333-188793 Registration No. 333-151404 Registration No. 333-138531 Registration No. 333-110467 Registration No. 333-91053 Registration No. 333-48791 Registration No. 333-48793 Registration No. 333-24063 Registration No. 333-24069 Registration No. 333-24067 Registration No. |
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| October 20, 2014 |
URS / Urs Corp S-8 POS - - S-8 POS S-8 POS As filed with the Securities and Exchange Commission on October 17, 2014 Registration No. |
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| October 20, 2014 |
URS / Urs Corp S-8 POS - - S-8 POS S-8 POS As filed with the Securities and Exchange Commission on October 17, 2014 Registration No. |
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| October 20, 2014 |
URS / Urs Corp S-8 POS - - S-8 POS S-8 POS As filed with the Securities and Exchange Commission on October 17, 2014 Registration No. |
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| October 20, 2014 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on October 31, 2014, pursuant to the provisions of Rule 12d2-2 (a). |
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| October 20, 2014 |
URS / Urs Corp S-8 POS - - S-8 POS S-8 POS As filed with the Securities and Exchange Commission on October 17, 2014 Registration No. |
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| October 20, 2014 |
URS / Urs Corp S-8 POS - - S-8 POS S-8 POS As filed with the Securities and Exchange Commission on October 17, 2014 Registration No. |
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| October 20, 2014 |
URS / Urs Corp S-8 POS - - S-8 POS S-8 POS As filed with the Securities and Exchange Commission on October 17, 2014 Registration No. |
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| October 20, 2014 |
URS / Urs Corp S-8 POS - - S-8 POS S-8 POS As filed with the Securities and Exchange Commission on October 17, 2014 Registration No. |
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| September 24, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 24, 2014 URS Corporation (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-7567 94-1381538 (Commission File N |
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| September 17, 2014 |
URS / Urs Corp DEFM14A - - DEFM14A Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| September 2, 2014 |
ACM / AECOM 425 - Merger Prospectus - 425 Filed by AECOM Technology Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: URS Corporation Commission File No. |
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| September 2, 2014 |
URS / Urs Corp 425 - Merger Prospectus - 425 425 Filed by URS Corporation pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: URS Corporation Commission File No. |
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| August 25, 2014 |
FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 25, 2014 URS CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 1-7567 94-1381538 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| August 25, 2014 |
URS / Urs Corp 425 - Merger Prospectus - FORM 8-K FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 25, 2014 URS CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 1-7567 94-1381538 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| August 18, 2014 |
ACM / AECOM 425 - Merger Prospectus - 425 Filed by AECOM Technology Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: URS Corporation Commission File No. |
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| August 15, 2014 |
URS / Urs Corp 425 - Merger Prospectus - 425 425 Filed by URS Corporation pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: URS Corporation Commission File No. |
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| August 15, 2014 |
URS / Urs Corp 425 - Merger Prospectus - 425 425 Filed by URS Corporation pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: URS Corporation Commission File No. |
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| August 13, 2014 |
Quarterly Report - FORM 10-Q/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark one) x QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 4, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 1- |
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| August 13, 2014 |
URS / Urs Corp 425 - Merger Prospectus - 425 425 Filed by URS Corporation pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: URS Corporation Commission File No. |
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| August 12, 2014 |
EX-10.5 6 exhibit10-5.htm EXHIBIT 10.5 Exhibit 10.5 SEVENTH AMENDMENT TO THE EMPLOYMENT AGREEMENT BETWEEN JOSEPH MASTERS AND URS CORPORATION WHEREAS, Joseph Masters (the “Employee”) and URS Corporation, a Delaware corporation (the “Company”), entered into an Employment Agreement effective as of September 8, 2000 (the “Employment Agreement”); and WHEREAS, the Employee and the Company wish to amend |
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| August 12, 2014 |
URS CORPORATION REPORTS SECOND QUARTER 2014 RESULTS EX-99.1 3 exhibit99-1.htm EXHIBIT 99.1 Contacts: URS Corporation Sam Ramraj Vice President, Investor Relations (415) 774-2700 Sard Verbinnen & Co Jamie Tully/Delia Cannan (212) 687-8080 URS CORPORATION REPORTS SECOND QUARTER 2014 RESULTS · Revenues $2.6 billion; Net Income $88 million, up 31% from Q2 2013 · Operating Income $138 million, down 5% from Q2 2013 · GAAP Earnings Per Share (“GAAP EPS”) |
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| August 12, 2014 |
URS Corporation Restated Incentive Compensation Plan, as amended and restated May 28, 2014. Exhibit 10.12 URS CORPORATION RESTATED INCENTIVE COMPENSATION PLAN Amended and Restated Effective May 28, 2014 1. Purpose and General Background. The URS Corporation Restated Incentive Compensation Plan (the “Plan”) is intended to provide incentive compensation to individuals who make an important contribution to the financial performance of URS Corporation (“URS”) and its Affiliates. Specific Pla |
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| August 12, 2014 |
Exhibit 10.7 SECOND AMENDMENT TO THE EMPLOYMENT AGREEMENT BETWEEN THOMAS W. BISHOP AND URS CORPORATION WHEREAS, Thomas W. Bishop (the “Employee”) and URS Corporation, a Nevada corporation (the “Company”), entered into an Employment Agreement effective as of June 1, 2011 (the “Employment Agreement”); and WHEREAS, the Employee and the Company wish to amend the Employment Agreement to modify certain |
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| August 12, 2014 |
Revised Compensatory Arrangement for George L. Nash, Jr. EX-10.11 12 exhibit10-11.htm EXHIBIT 10.11 Exbibit 10.11 Revised Compensatory Arrangement for George L. Nash, Jr. On May 28, 2014, the Compensation Committee approved an increase to the annual base compensation of George L. Nash, Jr. to $600,000. |
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| August 12, 2014 |
EXHIBIT 95 Section 1503 of the Dodd-Frank Wall Street Reform and Consumer Protection Act requires domestic mine operators to disclose violations and orders issued under the Federal Mine Safety and Health Act of 1977 (the “Mine Act”) by the federal Mine Safety and Health Administration (“MSHA”). |
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| August 12, 2014 |
Employment Agreement between URS Corporation and Olga Perkovic, dated as of June 30, 2014. Exhibit 10.10 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is entered into as of June 30, 2014, by and between Olga Perkovic (the “Employee”) and URS Corporation, a Delaware corporation (the “Company”). Recital WHEREAS, the Company desires to continue to employ Employee in an executive position, and Employee is willing to accept such employment by Company, on the terms and sub |
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| August 12, 2014 |
Exhibit 10.8 THIRD AMENDMENT TO THE EMPLOYMENT AGREEMENT BETWEEN REED N. BRIMHALL AND URS CORPORATION WHEREAS, Reed N. Brimhall (the “Employee”) and URS Corporation, a Delaware corporation (the “Company”), entered into an Employment Agreement effective as of May 19, 2003 (the “Employment Agreement”); and WHEREAS, the Employee and the Company wish to amend the Employment Agreement to modify certain |
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| August 12, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 form8-k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2014 URS Corporation (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-7567 94-13 |
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| August 12, 2014 |
Exhibit 10.9 SECOND AMENDMENT TO THE AMENDED AND RESTATED EMPLOYMENT AGREEMENT BETWEEN SUSAN B. KILGANNON AND URS CORPORATION WHEREAS, Susan B. Kilgannon (the “Employee”) and URS Corporation, a Delaware corporation (the “Company”), entered into an Amended and Restated Employment Agreement effective as of September 18, 2009 (the “Employment Agreement”); and WHEREAS, the Employee and the Company wis |
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| August 12, 2014 |
Exhibit 10.6 FIRST AMENDMENT TO THE AMENDED AND RESTATED EMPLOYMENT AGREEMENT BETWEEN GEORGE L. NASH, JR. AND URS E&C HOLDINGS, INC. WHEREAS, George L. Nash, Jr. (the “Employee”) and URS E&C Holdings, Inc. (the “Company”) entered into an Amended and Restated Employment Agreement effective as of March 27, 2014 (the “Employment Agreement”); and WHEREAS, the Employee and the Company wish to amend the |
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| August 12, 2014 |
10-Q 1 form10-q.htm FORM 10Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) x QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 4, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file |
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| August 5, 2014 |
ACM / AECOM 425 - Merger Prospectus - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 2, 2014 AECOM TECHNOLOGY CORPORATION (Exact name of Registrant as specified in its charter) Delaware 1-33447 61-1088522 (State or Other Jurisdiction (Commission (I.R.S. Employe |
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| August 5, 2014 |
Bank of America, N.A. Merrill Lynch, Pierce, Fenner & Smith Incorporated Exhibit 99.1 Execution Version Bank of America, N.A. Merrill Lynch, Pierce, Fenner & Smith Incorporated MUFG Union Bank, N.A. The Bank of Nova Scotia BNP Paribas BNP Paribas Securities Corp. JPMorgan Chase Bank, N.A. J.P. Morgan Securities LLC BBVA Compass Wells Fargo Bank, National Association Sumitomo Mitsui Banking Corporation Crédit Agricole Corporate and Investment Bank Morgan Stanley Senior |
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| August 5, 2014 |
AECOM reports third-quarter fiscal year 2014 results Exhibit 99.2 NR 14-0801 Media Contact: Paul Gennaro SVP & Chief Communications Officer 212.973.3167 [email protected] Investor Contact: Paul Cyril SVP, Investor Relations 213.593.8322 [email protected] AECOM reports third-quarter fiscal year 2014 results Quarter Highlights · $2.2 billion in new wins, up 16 percent year over year. · Backlog of $20.5 billion, up 22 percent year over year. · |
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| August 4, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2014 URS Corporation (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-7567 94-1381538 (Com |
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| August 1, 2014 |
2013 Revenues by Market Sector EXHIBIT 99.1 EXPLANATORY NOTE Effective with the beginning of our 2014 fiscal year, we realigned our Global Management and Operations Services Group, which was a component of our Energy & Construction Division in fiscal year 2013, under the operations and management of our Federal Services Division. The realignment of this group consolidates the majority of our business with U.S. federal governmen |
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| August 1, 2014 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2014 URS Corporation (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-7567 94-1381538 (Commission File No.) |
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| July 24, 2014 |
URS / Urs Corp 425 - Merger Prospectus - 425 425 Filed by URS Corporation pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: URS Corporation Commission File No. |
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| July 24, 2014 |
ACM / AECOM 425 - Merger Prospectus - 425 Filed by AECOM Technology Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: URS Corporation Commission File No. |
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| July 21, 2014 |
ACM / AECOM 425 - Merger Prospectus - 425 Filed by AECOM Technology Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: URS Corporation Commission File No. |
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| July 21, 2014 |
URS / Urs Corp 425 - Merger Prospectus - 425 425 Filed by URS Corporation pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: URS Corporation Commission File No. |
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| July 18, 2014 |
URS / Urs Corp 425 - Merger Prospectus - 425 425 URS CEO Employee Video Transcript Page | 1 Filed by URS Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: URS Corporation Commission File No. |
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| July 18, 2014 |
ACM / AECOM 425 - Merger Prospectus - 425 Filed by AECOM Technology Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: URS Corporation Commission File No. |
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| July 18, 2014 |
URS / Urs Corp 425 - Merger Prospectus - 425 425 Filed by URS Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: URS Corporation Commission File No. |
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| July 18, 2014 |
ACM / AECOM 425 - Merger Prospectus - 425 U R S C E O E m p l o y e e V i d e o T r a n s c r i p t P a g e | 1 Filed by AECOM Technology Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: URS Corporation Commission File No. |
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| July 17, 2014 |
ACM / AECOM 425 - Merger Prospectus - 425 Filed by AECOM Technology Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: URS Corporation Commission File No. |
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| July 14, 2014 |
Cautionary Note Regarding Forward-Looking Statements Exhibit 99.7 Cautionary Note Regarding Forward-Looking Statements This document may include “forward-looking statements.” All statements other than statements of historical fact are “forward-looking statements” for purposes of federal and state securities laws. These forward-looking statements, which are based on current expectations, estimates and projections about the industry and markets in whi |
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| July 14, 2014 |
URS / Urs Corp / JANA PARTNERS LLC - URS CORPORATION Passive Investment SC 13G 1 p14-1582sc13g.htm URS CORPORATION SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* URS Corporation (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 903236107 (CUSIP Number) July 14, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to |
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| July 14, 2014 |
EX-99.10 Exhibit 99.10 Aparicio, Andy From: Broadcast Mail on behalf of Koffel, Martin Sent: Sunday, July 13, 2014 3:17 PM To: All Corporate Employees; All EC Employees; All IE Employees; All FS Employees; All O&G Employees Cc: Management Committee Subject: URS to Join AECOM I am pleased to let you know that URS will be joining AECOM Technology Corporation. Earlier today, our companies jointly iss |
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| July 14, 2014 |
EX-99.12 Exhibit 99.12 On July 13, 2014, URS Corporation posted on twitter: “@AECOM to acquire $URS Corporation bit.ly/1q85rwN.” On July 13, 2014, URS Corporation posted on twitter: “@AECOM BREAKING NEWS: AECOM to acquire URS Corporation US$56.31 per share in cash and stock buzz.mw/bcimxf $ACM.” |
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| July 14, 2014 |
EX-99.2 Exhibit 99.2 The following is a transcript of the joint investor call held by AECOM Technology Corporation and URS Corporation on July 14, 2014. Operator^ Welcome to the AECOM and URS investor call. I would like to inform all participants this call is being recorded at the request of AECOM. This broadcast is copyrighted, property of AECOM. Any rebroadcast of this information in whole or in |
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| July 14, 2014 |
EX-99.5 Exhibit 99.5 Q. Who is AECOM? A. AECOM Technology Corporation is one of the industry’s leading providers of integrated infrastructure and support services, with approximately 45,000 employees in 150 countries around the world. Ranked the #1 design firm by Engineering News-Record, AECOM serves a broad range of markets, including transportation, facilities, environmental, energy, water, and |
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| July 14, 2014 |
Exhibit 99.2 For Immediate Release NR 14-0704 AECOM Media Contact: Paul Gennaro SVP & Chief Communications Officer 212.973.3167 [email protected] AECOM Investor Contact: Paul Cyril SVP, Investor Relations 213.593.8322 [email protected] URS Media Contact: Hugh Burns, Ron Low and Delia Cannan Sard Verbinnen 212.687.8080 [email protected] [email protected] [email protected] URS Investor |
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| July 14, 2014 |
Exhibit 2.1 EXECUTION COPY AGREEMENT AND PLAN OF MERGER among AECOM TECHNOLOGY CORPORATION, ACM MOUNTAIN I, LLC, ACM MOUNTAIN II, LLC and URS CORPORATION Dated as of July 11, 2014 TABLE OF CONTENTS Page ARTICLE I THE MERGERS 2 Section 1.1 The Mergers 2 Section 1.2 Closing 2 Section 1.3 Effective Time 3 Section 1.4 Effects of the Mergers 3 Section 1.5 Organizational Documents 3 Section 1.6 Director |
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| July 14, 2014 |
EX-99.4 Exhibit 99.4 On July 13, 2014, URS Corporation (NYSE:URS) and AECOM Technology Corporation (NYSE:ACM) announced the execution of a definitive agreement under which AECOM will acquire all outstanding shares of URS for a combination of cash and stock valued at approximately US$4 billion or US$56.31 per URS share, based on the AECOM closing share price as of July 11, 2014. Including the assum |
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| July 14, 2014 |
URS / Urs Corp 425 - Merger Prospectus - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 11, 2014 URS CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 1-7567 94-1381538 (State or Other Jurisdiction of Incorporation) (Commission File |
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| July 14, 2014 |
ACM / AECOM 425 - Merger Prospectus - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 11, 2014 AECOM TECHNOLOGY CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 1-33447 61-1088522 (State or Other Jurisdiction of Incorporation) (Commissio |
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| July 14, 2014 |
EX-99.12 14 d759113dex9912.htm EX-99.12 Exhibit 99.12 On July 13, 2014, URS Corporation posted on twitter: “@AECOM to acquire $URS Corporation bit.ly/1q85rwN.” On July 13, 2014, URS Corporation posted on twitter: “@AECOM BREAKING NEWS: AECOM to acquire URS Corporation US$56.31 per share in cash and stock buzz.mw/bcimxf $ACM.” |
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| July 14, 2014 |
Cautionary Note Regarding Forward-Looking Statements EX-99.7 Exhibit 99.7 Cautionary Note Regarding Forward-Looking Statements This document may include “forward-looking statements.” All statements other than statements of historical fact are “forward-looking statements” for purposes of federal and state securities laws. These forward-looking statements, which are based on current expectations, estimates and projections about the industry and market |
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| July 14, 2014 |
ACM / AECOM 425 - Merger Prospectus - 425 Filed by AECOM Technology Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: URS Corporation Commission File No. |
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| July 14, 2014 |
[Note: The following text appears as a pop-up screen upon accessing http://aecom-urs.com] EX-99.9 Exhibit 99.9 [Note: The following text appears as a pop-up screen upon accessing http://aecom-urs.com] Cautionary Note Regarding Forward-Looking Statements This website may include “forward-looking statements.” All statements other than statements of historical fact are “forward-looking statements” for purposes of federal and state securities laws. These forward-looking statements, which a |
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| July 14, 2014 |
Cautionary Note Regarding Forward-Looking Statements EX-99.8 Exhibit 99.8 Cautionary Note Regarding Forward-Looking Statements This document may include “forward-looking statements.” All statements other than statements of historical fact are “forward-looking statements” for purposes of federal and state securities laws. These forward-looking statements, which are based on current expectations, estimates and projections about the industry and market |
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| July 14, 2014 |
EX-99.5 7 d759113dex995.htm EX-99.5 Exhibit 99.5 Q. Who is AECOM? A. AECOM Technology Corporation is one of the industry’s leading providers of integrated infrastructure and support services, with approximately 45,000 employees in 150 countries around the world. Ranked the #1 design firm by Engineering News-Record, AECOM serves a broad range of markets, including transportation, facilities, enviro |
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| July 14, 2014 |
Exhibit 99.4 On July 13, 2014, URS Corporation (NYSE:URS) and AECOM Technology Corporation (NYSE:ACM) announced the execution of a definitive agreement under which AECOM will acquire all outstanding shares of URS for a combination of cash and stock valued at approximately US$4 billion or US$56.31 per URS share, based on the AECOM closing share price as of July 11, 2014. Including the assumption of |
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| July 14, 2014 |
Cautionary Note Regarding Forward-Looking Statements EX-99.8 Exhibit 99.8 Cautionary Note Regarding Forward-Looking Statements This document may include “forward-looking statements.” All statements other than statements of historical fact are “forward-looking statements” for purposes of federal and state securities laws. These forward-looking statements, which are based on current expectations, estimates and projections about the industry and market |
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| July 14, 2014 |
EX-99.3 Exhibit 99.3 AECOM Investor Presentation World Trade Center Manhattan, New York, U.S.A. Safe Harbor Disclosures Cautionary Note Regarding Forward-Looking Statements All statements in these slides and the related presentation other than statements of historical fact are “forward-looking statements” for purposes of federal and state securities laws. These forward-looking statements, which ar |
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| July 14, 2014 |
Exhibit 99.1 For Immediate Release NR 14-0704 AECOM Media Contact: Paul Gennaro SVP & Chief Communications Officer 212.973.3167 [email protected] AECOM Investor Contact: Paul Cyril SVP, Investor Relations 213.593.8322 [email protected] URS Media Contact: Hugh Burns, Ron Low and Delia Cannan Sard Verbinnen 212.687.8080 [email protected] [email protected] [email protected] URS Investor |
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| July 14, 2014 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 11, 2014 URS CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 1-7567 94-1381538 (State or Other Jurisdiction of Incorporation) (Commission File |
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| July 14, 2014 |
EX-2.1 Exhibit 2.1 EXECUTION COPY AGREEMENT AND PLAN OF MERGER among AECOM TECHNOLOGY CORPORATION, ACM MOUNTAIN I, LLC, ACM MOUNTAIN II, LLC and URS CORPORATION Dated as of July 11, 2014 TABLE OF CONTENTS Page ARTICLE I THE MERGERS 2 Section 1.1 The Mergers 2 Section 1.2 Closing 2 Section 1.3 Effective Time 3 Section 1.4 Effects of the Mergers 3 Section 1.5 Organizational Documents 3 Section 1.6 D |
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| July 14, 2014 |
as well as my memo to all employees on The Sourse EX-99.11 Exhibit 99.11 Earlier today we announced the exciting news that URS has agreed to join AECOM. You can read the joint press release on our external website http://bit.ly/1r8J4Xt as well as my memo to all employees on The Sourse http://bit.ly/U8B22w While there is much work ahead to finalize our integration plans, I am genuinely excited at the opportunities this combination presents for our |
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| July 14, 2014 |
Exhibit 99.2 The following is a transcript of the joint investor call held by AECOM Technology Corporation and URS Corporation on July 14, 2014. Operator^ Welcome to the AECOM and URS investor call. I would like to inform all participants this call is being recorded at the request of AECOM. This broadcast is copyrighted, property of AECOM. Any rebroadcast of this information in whole or in part wi |
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| July 14, 2014 |
Exhibit 99.4 The following is a transcript of the joint investor call held by AECOM Technology Corporation and URS Corporation on July 14, 2014. Operator^ Welcome to the AECOM and URS investor call. I would like to inform all participants this call is being recorded at the request of AECOM. This broadcast is copyrighted, property of AECOM. Any rebroadcast of this information in whole or in part wi |
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| July 14, 2014 |
EX-99.10 Exhibit 99.10 Aparicio, Andy From: Broadcast Mail on behalf of Koffel, Martin Sent: Sunday, July 13, 2014 3:17 PM To: All Corporate Employees; All EC Employees; All IE Employees; All FS Employees; All O&G Employees Cc: Management Committee Subject: URS to Join AECOM I am pleased to let you know that URS will be joining AECOM Technology Corporation. Earlier today, our companies jointly iss |
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| July 14, 2014 |
ACM / AECOM 425 - Merger Prospectus - 425 425 1 a14-170687425.htm 425 Filed by AECOM Technology Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: URS Corporation Commission File No.: 1-7567 Date: July 14, 2014 On July 14, 2014, AECOM and URS made available on their website, aecom-urs.com, the following URS fact sheet: Fact S |
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| July 14, 2014 |
ACM / AECOM 425 - Merger Prospectus - 425 Filed by AECOM Technology Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: URS Corporation Commission File No. |
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| July 14, 2014 |
Cautionary Note Regarding Forward-Looking Statements EX-99.6 Exhibit 99.6 Cautionary Note Regarding Forward-Looking Statements This document may include “forward-looking statements.” All statements other than statements of historical fact are “forward-looking statements” for purposes of federal and state securities laws. These forward-looking statements, which are based on current expectations, estimates and projections about the industry and market |
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| July 14, 2014 |
Cautionary Note Regarding Forward-Looking Statements Exhibit 99.6 Cautionary Note Regarding Forward-Looking Statements This document may include “forward-looking statements.” All statements other than statements of historical fact are “forward-looking statements” for purposes of federal and state securities laws. These forward-looking statements, which are based on current expectations, estimates and projections about the industry and markets in whi |
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| July 14, 2014 |
EX-99.3 5 d759113dex993.htm EX-99.3 Exhibit 99.3 AECOM Investor Presentation World Trade Center Manhattan, New York, U.S.A. Safe Harbor Disclosures Cautionary Note Regarding Forward-Looking Statements All statements in these slides and the related presentation other than statements of historical fact are “forward-looking statements” for purposes of federal and state securities laws. These forward- |
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| July 14, 2014 |
EX-2.1 Exhibit 2.1 EXECUTION COPY AGREEMENT AND PLAN OF MERGER among AECOM TECHNOLOGY CORPORATION, ACM MOUNTAIN I, LLC, ACM MOUNTAIN II, LLC and URS CORPORATION Dated as of July 11, 2014 TABLE OF CONTENTS Page ARTICLE I THE MERGERS 2 Section 1.1 The Mergers 2 Section 1.2 Closing 2 Section 1.3 Effective Time 3 Section 1.4 Effects of the Mergers 3 Section 1.5 Organizational Documents 3 Section 1.6 D |
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| July 14, 2014 |
ACM / AECOM 425 - Merger Prospectus - 425 Filed by AECOM Technology Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: URS Corporation Commission File No. |
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| July 14, 2014 |
EX-99.1 3 a14-170681ex99d1.htm EX-99.1 Exhibit 99.1 Execution Version Bank of America, N.A. Merrill Lynch, Pierce, Fenner & Smith Incorporated 214 North Tryon Street Charlotte, North Carolina 28255 July 11, 2014 AECOM Technology Corporation 555 South Flower Street, Suite 3700 Los Angeles, California 90071 Attention: Stephen M. Kadenacy, Chief Financial Officer Project Mountain $6,262.5 Million Sen |
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| July 14, 2014 |
as well as my memo to all employees on The Sourse EX-99.11 Exhibit 99.11 Earlier today we announced the exciting news that URS has agreed to join AECOM. You can read the joint press release on our external website http://bit.ly/1r8J4Xt as well as my memo to all employees on The Sourse http://bit.ly/U8B22w While there is much work ahead to finalize our integration plans, I am genuinely excited at the opportunities this combination presents for our |
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| July 14, 2014 |
EX-99.1 Exhibit 99.1 For Immediate Release NR 14-0704 AECOM Media Contact: Paul Gennaro SVP & Chief Communications Officer 212.973.3167 [email protected] AECOM Investor Contact: Paul Cyril SVP, Investor Relations 213.593.8322 [email protected] URS Media Contact: Hugh Burns, Ron Low and Delia Cannan Sard Verbinnen 212.687.8080 [email protected] [email protected] [email protected] URS I |
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| July 14, 2014 |
EX-99.3 5 a14-170681ex99d3.htm EX-99.3 Exhibit 99.3 Project Mountain Investor Presentation AECOM Investor Presentation World Trade Center Manhattan, New York, U.S.A Safe Harbor Disclosures Cautionary Note Regarding Forward-Looking Statements All statements in these slides and the related presentation other than statements of historical fact are "forward-looking statements" for purposes of federal |
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| July 14, 2014 |
ACM / AECOM 425 - Merger Prospectus - 425 Filed by AECOM Technology Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: URS Corporation Commission File No. |
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| July 14, 2014 |
ACM / AECOM 425 - Merger Prospectus - 425 Filed by AECOM Technology Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: URS Corporation Commission File No. |
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| July 14, 2014 |
ACM / AECOM 425 - Merger Prospectus - 425 The following communication was made available to AECOM employees on July 14, 2014: Frequently Asked Questions 1. |
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| July 14, 2014 |
ACM / AECOM 425 - Merger Prospectus - 425 Filed by AECOM Technology Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed Pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: URS Corporation Commission File No. |
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| July 14, 2014 |
[Note: The following text appears as a pop-up screen upon accessing http://aecom-urs.com] EX-99.9 Exhibit 99.9 [Note: The following text appears as a pop-up screen upon accessing http://aecom-urs.com] Cautionary Note Regarding Forward-Looking Statements This website may include “forward-looking statements.” All statements other than statements of historical fact are “forward-looking statements” for purposes of federal and state securities laws. These forward-looking statements, which a |
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| June 30, 2014 |
THIRD AMENDMENT TO THE EMPLOYMENT AGREEMENT BETWEEN GARY V. JANDEGIAN AND URS CORPORATION EXHIBIT 99.2 THIRD AMENDMENT TO THE EMPLOYMENT AGREEMENT BETWEEN GARY V. JANDEGIAN AND URS CORPORATION WHEREAS, Gary V. Jandegian (the “Employee”) and URS Corporation, a Nevada corporation (the “Company”), entered into an Employment Agreement effective as of July 1, 2003 (the “Employment Agreement”); and WHEREAS, the Employee and the Company wish to amend the Employment Agreement to modify certain |
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| June 30, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 30, 2014 URS Corporation (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-7567 94-1381538 (Commission File No.) ( |
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| June 30, 2014 |
EX-99.3 4 ex99-3.htm EXHIBIT 99.3 EXHIBIT 99.3 THIRD AMENDMENT TO THE EMPLOYMENT AGREEMENT BETWEEN RANDALL A. WOTRING AND URS FEDERAL SERVICES, INC. WHEREAS, Randall A. Wotring (the “Employee”) and URS Federal Services, Inc., a Delaware corporation (f/k/a EG&G Technical Services, Inc.) (the “Company”), entered into an Employment Agreement effective as of November 19, 2004 (the “Employment Agreemen |
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| June 30, 2014 |
THIRD AMENDMENT TO THE EMPLOYMENT AGREEMENT BETWEEN H. THOMAS HICKS AND URS CORPORATION EXHIBIT 99.1 THIRD AMENDMENT TO THE EMPLOYMENT AGREEMENT BETWEEN H. THOMAS HICKS AND URS CORPORATION WHEREAS, H. Thomas Hicks (the “Employee”) and URS Corporation, a Delaware corporation (the “Company”), entered into an Employment Agreement effective as of May 31, 2005 (the “Employment Agreement”); and WHEREAS, the Employee and the Company wish to amend the Employment Agreement to modify certain p |
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| June 3, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 28, 2014 URS Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-7567 (Commission File No.) 94-1381538 (IR |
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| June 3, 2014 |
EXHIBIT 99.1 June 2, 2014 Martin M. Koffel Chairman of the Board, Chief Executive Officer and President URS Corporation 600 Montgomery Street, 26th Floor San Francisco, CA 94111-2728 RE:Supplemental Compensation Dear Martin: This letter will confirm the decision of the Compensation Committee, made on May 28, 2014, that, in light of the vesting on May 1, 2014, of the final unvested portion of the 2 |
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| June 2, 2014 |
EX-1.02 Exhibit 1.02 URS Corporation Conflict Minerals Report For the reporting period from January 1, 2013 to December 31, 2013 This Conflict Minerals Report (the “Report”) of URS Corporation (the “Company”) has been prepared pursuant to Rule 13p-1 and Form SD (the “Rule”) promulgated under the Securities Exchange Act of 1934 for the reporting period January 1, 2013 to December 31, 2013 (the “Rep |
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| June 2, 2014 |
FORM SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report URS Corporation (Exact name of registrant as specified in its charter) 1-7567 (Commission File No.) Delaware 94-1381538 (State or other jurisdiction of incorporation) (IRS Employer Identification No.) 600 Montgomery Street, 26th Floor San Francisco, California 94111-2728 (Address o |
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| May 13, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) x QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 4, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 1-7567 URS CORPORATIO |
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| May 13, 2014 |
URS CORPORATION REPORTS FIRST QUARTER FISCAL 2014 RESULTS Reaffirms Outlook for Fiscal 2014 EXHIBIT 99.1 Contacts: URS Corporation Sam Ramraj Vice President, Investor Relations (415) 774-2700 Sard Verbinnen & Co Jamie Tully/Delia Cannan (212) 687-8080 URS CORPORATION REPORTS FIRST QUARTER FISCAL 2014 RESULTS Reaffirms Outlook for Fiscal 2014 SAN FRANCISCO, CA – May 13, 2014 – URS Corporation (NYSE: URS) today reported its financial results for the first quarter of fiscal 2014, which ende |
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| May 13, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 13, 2014 URS Corporation (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-7567 94-1381538 (Commission File No.) (I |
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| May 13, 2014 |
EXHIBIT 10.2 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement (this “Agreement”) is entered into as of March 27, 2014, by and between George L. Nash, Jr. (the “Employee”) and URS E&C Holdings, Inc. (the “Company”). Recital WHEREAS, Employee is and has been employed pursuant to the Employment Agreement between Employee and the Company, entered into as of Sept |
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| May 13, 2014 |
EXHIBIT 95 Section 1503 of the Dodd-Frank Wall Street Reform and Consumer Protection Act requires domestic mine operators to disclose violations and orders issued under the Federal Mine Safety and Health Act of 1977 (the “Mine Act”) by the federal Mine Safety and Health Administration (“MSHA”). |
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| May 13, 2014 |
URS Corporation Restated Incentive Compensation Plan 2014 Plan Year Summary. Exhibit 10.1 URS CORPORATION Restated Incentive Compensation Plan 2014 Plan Year Summary I. Plan Objectives The URS Corporation Restated Incentive Compensation Plan (the “Plan”) is intended to provide rewards to individuals who make a significant contribution to the financial performance of URS Corporation and its Infrastructure & Environment, Federal Services, Energy & Construction and Oil & Gas |
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| April 17, 2014 |
SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement o Definitive Additional Materials o Soliciting Material Under §240. |
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| April 1, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 26, 2014 URS Corporation (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-7567 94-1381538 (Commission File No.) |
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| March 17, 2014 |
EXHIBIT B COOPERATION AGREEMENT This Agreement dated March 13, 2014 is by and between JANA Partners LLC (“JANA”) and URS Corporation (the “Company”). |
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| March 17, 2014 |
URS / Urs Corp / JANA PARTNERS LLC - JANA PARTNERS LLC Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. 1) URS Corporation (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 903236107 (CUSIP Number) Marc Weing |
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| March 17, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2014 URS Corporation (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-7567 94-1381538 (Commission File No.) |
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| March 17, 2014 |
EXHIBIT C Contacts: URS Corporation Sam Ramraj Vice President, Investor Relations (415) 774-2700 Sard Verbinnen & Co Jamie Tully/Delia Cannan (212) 687-8080 URS CORPORATION ADDS FOUR NEW INDEPENDENT DIRECTORS TO BOARD JANA Partners Agrees to Support All Nominees at 2014 Annual Meeting Board to Establish Value Creation Committee SAN FRANCISCO, CA – March 17, 2014 – URS Corporation (NYSE: URS) today announced that it will add four new independent directors to its Board of Directors, effective March 27, 2014. |
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| March 17, 2014 |
EX-99.2 3 ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 Contacts: URS Corporation Sam Ramraj Vice President, Investor Relations (415) 774-2700 Sard Verbinnen & Co Jamie Tully/Delia Cannan (212) 687-8080 URS CORPORATION ADDS FOUR NEW INDEPENDENT DIRECTORS TO BOARD JANA Partners Agrees to Support All Nominees at 2014 Annual Meeting Board to Establish Value Creation Committee SAN FRANCISCO, CA – March 17, 201 |
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| March 17, 2014 |
Transactions in the Shares effected since the Original Schedule 13D EX-99 2 p14-0954exhibita.htm EXHIBIT A EXHIBIT A Transactions in the Shares effected since the Original Schedule 13D The following table sets forth all transactions in the Shares effected by the Reporting Person since the filing of the Original Schedule 13D. All such transactions were effected in the open market through brokers and the price per share is net of commissions. SHARES Trade Date Share |
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| March 17, 2014 |
EXHIBIT 99.1 COOPERATION AGREEMENT This Agreement dated March 13, 2014 is by and between JANA Partners LLC (“JANA”) and URS Corporation (the “Company”). In consideration of and reliance upon the mutual covenants and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows: 1. Represe |
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| March 3, 2014 |
POWERS OF ATTORNEY OF URS CORPORATION’S DIRECTORS AND OFFICERS EXHIBIT 24 POWERS OF ATTORNEY OF URS CORPORATION’S DIRECTORS AND OFFICERS Each person whose signature appears below hereby constitutes and appoints any one of H. |
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| March 3, 2014 |
SEPARATION AGREEMENT AND GENERAL RELEASE EXHIBIT 10.64 SEPARATION AGREEMENT AND GENERAL RELEASE This Separation Agreement and General Release (“Release”) is executed and delivered by William J. Lingard (“Employee”) and on behalf of URS Corporation, a Delaware corporation, to and for the benefit of URS Corporation and any parent, subsidiary or affiliated corporation or related entity of URS Corporation (collectively, “Company”). Employee |
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| March 3, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 3, 2014 URS Corporation (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-7567 94-1381538 (Commission File No.) ( |
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| March 3, 2014 |
10-K 1 form10-k.htm FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended January 3, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 1-7567 U |
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| March 3, 2014 |
EXHIBIT 10.20 AMENDMENT NUMBER 10 TO THE URS FEDERAL TECHNICAL SERVICES, INC. EMPLOYEES RETIREMENT PLAN (2007 Restatement) The URS Federal Technical Services, Inc. Employees Retirement Plan, as restated effective January 1, 2007, is hereby amended, effective January 4, 2014 as follows: 1. A new final paragraph is added to the Introduction to the Plan, to read as follows: Effective January 4, 2014, |
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| March 3, 2014 |
SUBSIDIARIES OF URS CORPORATION EXHIBIT 21.1 SUBSIDIARIES OF URS CORPORATION Name of Subsidiary and Consolidated Joint Ventures State of Incorporation URS Energy & Construction, Inc. Ohio, USA URS Corporation – Nevada Nevada, USA URS Group Inc. Delaware, USA Sellafield Limited* Foreign URS Federal Technical Services, Inc. Delaware, USA URS Luxembourg LLP Foreign EG&G Defense Materials, Inc. Utah, USA Universe Bidco Limited Forei |
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| March 3, 2014 |
URS CORPORATION REPORTS FISCAL YEAR 2013 RESULTS COMPANY RAISES QUARTERLY DIVIDEND Contacts: URS Corporation Sam Ramraj Vice President, Investor Relations (415) 774-2700 Sard Verbinnen & Co Jamie Tully/Delia Cannan (212) 687-8080 URS CORPORATION REPORTS FISCAL YEAR 2013 RESULTS COMPANY RAISES QUARTERLY DIVIDEND SAN FRANCISCO, CA – March 3, 2014 – URS Corporation (NYSE: URS) today reported its financial results for the fiscal year ended January 3, 2014. |
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| March 3, 2014 |
EXHIBIT 95 MINE SAFETY DISCLOSURE Section 1503 of the Dodd-Frank Wall Street Reform and Consumer Protection Act requires domestic mine operators to disclose violations and orders issued under the Federal Mine Safety and Health Act of 1977 (the “Mine Act”) by the federal Mine Safety and Health Administration (“MSHA”). |
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| March 3, 2014 |
BYLAWS URS CORPORATION (A DELAWARE CORPORATION) AS AMENDED ON FEBRUARY 20, 2014 EXHIBIT 3.2 BYLAWS OF URS CORPORATION (A DELAWARE CORPORATION) AS AMENDED ON FEBRUARY 20, 2014 Table of Contents Page ARTICLE I OFFICES Section 1. Registered Office Section 2. Other Offices ARTICLE II CORPORATE SEAL Section 3. Corporate Seal ARTICLE III STOCKHOLDERS’ MEETINGS Section 4. Place Of Meetings Section 5. Annual Meetings Section 6. Special Meetings Section 7. Notice Of Meetings Section 8 |
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| February 27, 2014 |
URS / Urs Corp / JANA PARTNERS LLC - URS CORP. Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. ) URS Corporation (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 903236107 (CUSIP Number) Marc Weingart |
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| February 27, 2014 |
Transactions in the Shares During the Last 60 Days EXHIBIT A Transactions in the Shares During the Last 60 Days The following table sets forth all transactions in the Shares effected in the past sixty days by the Reporting Person. |
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| February 21, 2014 |
AMENDMENT NO. 1 TO THE URS CORPORATION (A DELAWARE CORPORATION) EX-3.1 Exhibit 3.1 AMENDMENT NO. 1 TO THE BYLAWS OF URS CORPORATION (A DELAWARE CORPORATION) The Bylaws of URS Corporation are hereby amended, effective February 20, 2014, to amend and restate Article III, Section 5(b)(3) of the Bylaws as follows: (3) To be timely, the written notice required by Section 5(b)(1) or 5(b)(2) must be delivered to the Secretary at the principal executive offices of the |
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| February 21, 2014 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 20, 2014 URS Corporation (Exact Name of Registrant as Specified in Charter) DELAWARE (State or other jurisdiction of incorporation) 1-7567 94-1381538 (Commission File No. |
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| February 14, 2014 |
URS / Urs Corp / GLENVIEW CAPITAL MANAGEMENT, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* URS CORPORATION (Name of Issuer) Common Shares, par value $0.01 per share (Title of Class of Securities) 903236107 (CUSIP Number) December 31, 2013 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule p |
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| February 14, 2014 |
URS / Urs Corp / JANA PARTNERS LLC - JANA PARTNERS LLC Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 URS Corporation (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 903236107 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is f |
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| February 12, 2014 |
URS / Urs Corp / VANGUARD GROUP INC Passive Investment urscorp.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: URS Corp Title of Class of Securities: Common Stock CUSIP Number: 903236107 Date of Event Which Requires Filing of this Statement: December 31, 2013 Check the appropriate box to designate the ru |
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| February 12, 2014 |
EXHIBIT 99.1 Contacts: URS Corporation Sam Ramraj Vice President, Investor Relations (415) 774-2700 Sard Verbinnen & Co Jamie Tully/Delia Cannan (212) 687-8080 URS CORPORATION ANNOUNCES PRELIMINARY RESULTS FOR FISCAL 2013 AND PRELIMINARY 2014 OUTLOOK Company Now Expects Fiscal 2013 Earnings Per Share to be Between $3.20 and $3.30 Expects Operating Cash Flow of Approximately $600 Million in Fiscal |
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| February 12, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 10, 2014 URS Corporation (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-7567 94-1381538 (Commission File No |
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| January 23, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 20, 2014 URS Corporation (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-7567 94-1381538 (Commission File No. |
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| January 7, 2014 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 3, 2014 URS Corporation (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-7567 94-1381538 (Commission File No.) |
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| January 7, 2014 |
Contact: URS Corporation Sam Ramraj Vice President, Investor Relations (415) 774-2700 Sard Verbinnen & Co Jamie Tully/Delia Cannan (212) 687-8080 URS CORPORATION ANNOUNCES COMPLETION OF EXCHANGE OFFER FOR ITS 3. |
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| January 3, 2014 |
Termination of a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 27, 2013 URS Corporation (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-7567 94-1381538 (Commission File No |
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| January 3, 2014 |
FLINT ENERGY COMPLETES REDEMPTION OF 7.5% SENIOR NOTES DUE 2019 EXHIBIT 99.1 Contact: Flint Energy Services Ltd./URS Corporation Sam Ramraj Vice President, Investor Relations (415) 774-2700 Sard Verbinnen & Co Jamie Tully/Delia Cannan (212) 687-8080 FLINT ENERGY COMPLETES REDEMPTION OF 7.5% SENIOR NOTES DUE 2019 Calgary, Alberta – December 27, 2013 – Flint Energy Services Ltd., a wholly owned subsidiary of URS Corporation (NYSE: URS), announced today that it h |
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| December 19, 2013 |
SECOND AMENDMENT TO CREDIT AGREEMENT AND FIRST AMENDMENT TO SUBSIDIARY GUARANTY EX-4.1 Exhibit 4.1 SECOND AMENDMENT TO CREDIT AGREEMENT AND FIRST AMENDMENT TO SUBSIDIARY GUARANTY This SECOND AMENDMENT TO CREDIT AGREEMENT AND FIRST AMENDMENT TO SUBSIDIARY GUARANTY (this “Amendment”), dated as of December 19, 2013, is entered into by and among URS CORPORATION, a Delaware corporation (the “Company”), certain Subsidiaries of the Company party hereto as borrowers (each a “Designat |
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| December 19, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2013 URS CORPORATION (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-7567 94-1381538 (Commission File No |
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| December 12, 2013 |
EXHIBIT 99.1 i ii iii iv v vi vii viii ix x xi xii xiii xiv xv xvi xvii xviii xix xx xxi xxii xxiii xxiv |
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| December 12, 2013 |
Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2013 URS Corporation (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-7567 94-1381538 (Commission File No |
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| December 6, 2013 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 5, 2013 URS Corporation (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-7567 94-1381538 (Commission File No. |
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| December 6, 2013 |
EX-99.1 2 ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 Contact: URS Corporation Sam Ramraj Vice President, Investor Relations (415) 774-2700 Sard Verbinnen & Co Jamie Tully/Delia Cannan (212) 687-8080 URS CORPORATION ANNOUNCES LAUNCH OF EXCHANGE OFFER FOR UP TO $400 MILLION AGGREGATE PRINCIPAL AMOUNT OF ITS 3.850% SENIOR NOTES DUE 2017 AND UP TO $600 MILLION OF ITS 5.000% SENIOR NOTES DUE 2022 SAN FRANCIS |
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| December 6, 2013 |
FLINT ENERGY ANNOUNCES TIMING UPDATE FOR REDEMPTION OF 7.5% SENIOR NOTES DUE 2019 EXHIBIT 99.2 Contact: URS Corporation Sam Ramraj Vice President, Investor Relations (415) 774-2700 Sard Verbinnen & Co Jamie Tully/Delia Cannan (212) 687-8080 FLINT ENERGY ANNOUNCES TIMING UPDATE FOR REDEMPTION OF 7.5% SENIOR NOTES DUE 2019 Calgary, Alberta – December 6, 2013 – Flint Energy Services Ltd., a wholly owned subsidiary of URS Corporation (NYSE: URS), previously announced that it will r |
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| December 5, 2013 |
424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-187968 PROSPECTUS $1,000,000,000 $400,000,000 3.850% Senior Notes due 2017, $600,000,000 5.000% Senior Notes due 2022, Guarantees by Guarantors named herein URS CORPORATION URS FOX US LP Offer to exchange our 3.850% Senior Notes due 2017 and our 5.000% Senior Notes due 2022 (CUSIP No. 903243AD5 and 903243AC7, respectivel |
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| December 4, 2013 |
CORRESP URS CORPORATION URS FOX US LP 600 MONTGOMERY STREET, 26TH FLOOR SAN FRANCISCO, CALIFORNIA 94111 December 4, 2013 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| November 22, 2013 |
EXHIBIT 99.1 URS Modifies Executive Incentive Compensation Programs Changes Underscore Focus on Organic Growth, Free Cash Flow Generation and Return of Value to Stockholders SAN FRANCISCO-(BUSINESS WIRE)-Nov. 21, 2013- URS Corporation (NYSE:URS) today announced changes to the Company’s executive incentive compensation programs, which further align executive performance with the Company’s focus on |
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| November 22, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 19, 2013 URS Corporation (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-7567 94-1381538 (Commission File No |
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| November 22, 2013 |
EXHIBIT 10.1 URS Corporation Restricted Stock Unit Award Grant Notice (2008 Equity Incentive Plan) URS Corporation (the “Company”), pursuant to its 2008 Equity Incentive Plan (the “Plan”), hereby grants to Participant rights (“Units”) to receive the number of shares of the Company’s Common Stock described below in “Determination of Actual Award” (“Award”). This Award is subject to all of the terms |
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| November 22, 2013 |
EXHIBIT 10.2 URS Corporation Restricted Stock Unit Award Grant Notice (2008 Equity Incentive Plan) URS Corporation (the “Company”), pursuant to its 2008 Equity Incentive Plan (the “Plan”), hereby grants to Participant rights (“Units”) to receive the number of shares of the Company’s Common Stock described below in “Determination of Actual Award” or, at Participant’s sole election prior to the vest |
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| November 21, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark one) x QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 28, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 1 |
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| November 21, 2013 |
EX-12.1 Exhibit 12.1 URS CORPORATION COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (Unaudited) (In millions, except for ratio) Year Ended Nine Months Ended Dec. 28, 2012 Dec. 30, 2011 Dec. 31, 2010 Jan. 1, 2010 Jan. 2, 2009 Sept. 27, 2013 Earnings: Earnings (losses) before income taxes $ 500.5 $ 100.5 $ 415.5 $ 432.0 $ 378.0 $ 351.4 Less: Equity in earnings of affiliates (107.6 ) (132.2 ) (70. |
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| November 21, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) x ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 28, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 1-7567 URS CORPO |
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| November 21, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark one) x QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 28, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 1 |
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| November 21, 2013 |
Amendment No. 3 to Form S-4 Table of Contents As filed with the Securities and Exchange Commission on November 21, 2013 Registration No. 333-187968 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 URS CORPORATION* (Exact Name of Each Registrant as Specified in Its Charter) Delaware 8711 94-1381538 (State o |
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| November 12, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) x QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 27, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 1-7567 URS CORPO |
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| November 12, 2013 |
EXHIBIT 95 Section 1503 of the Dodd-Frank Wall Street Reform and Consumer Protection Act requires domestic mine operators to disclose violations and orders issued under the Federal Mine Safety and Health Act of 1977 (the “Mine Act”) by the federal Mine Safety and Health Administration (“MSHA”). |
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| November 6, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 Commission File Number: 001-07567 CUSIP Number: 903236107 NOTIFICATION OF LATE FILING (Check One): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: September 27, 2013 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on Form N-SAR o For the Transition Period Ended: Read Instruction (on back page) Before Preparing Form. |
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| November 5, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2013 URS Corporation (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-7567 94-1381538 (Commission File No. |
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| November 5, 2013 |
Contacts: URS Corporation Sam Ramraj Vice President, Investor Relations (415) 774-2700 Sard Verbinnen & Co Jamie Tully/Delia Cannan (212) 687-8080 URS CORPORATION REPORTS THIRD QUARTER 2013 RESULTS Company Reports Strong Cash Flows from Operations; Revises 2013 Guidance; Reaffirms Capital Allocation Priorities SAN FRANCISCO, CA – November 5, 2013 – URS Corporation (NYSE: URS) today reported its financial results for the third quarter of fiscal 2013, which ended on September 27, 2013. |
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| October 10, 2013 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 10, 2013 URS Corporation (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-7567 94-1381538 (Commission File No. |
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| October 10, 2013 |
URS COMMENTS ON EFFECT OF FEDERAL GOVERNMENT SHUTDOWN EXHIBIT 99.1 Contact: URS Corporation Sam Ramraj Vice President, Investor Relations (415) 774-2700 Sard Verbinnen & Co Jamie Tully/Delia Cannan (212) 687-8080 URS COMMENTS ON EFFECT OF FEDERAL GOVERNMENT SHUTDOWN SAN FRANCISCO, CA – October 10, 2013 – URS Corporation (NYSE:URS) announced today that approximately 3,000 employees have been put on furlough status as of October 7, 2013 as a result of |
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| October 3, 2013 |
URS / Urs Corp / LORD, ABBETT & CO. LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* URS Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 903236107 (CUSIP Number) September 30, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedu |
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| October 1, 2013 |
Employment Agreement between William J. (Bill) Lingard and URS Corporation, dated October 1, 2013. EXHIBIT 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is entered into as of October 1, 2013, by and between William J. Lingard (the “Employee”) and URS Corporation, a Delaware corporation (the “Company”). 1. Term of Employment. (a) Basic Rule. The Company agrees to employ Employee, and Employee agrees to remain in employment with the Company, from the date hereof until the |
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| October 1, 2013 |
EX-99.1 5 ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 Contact: URS Corporation Sam Ramraj Vice President, Investor Relations (415) 774-2700 Sard Verbinnen & Co Jamie Tully/Delia Cannan (212) 687-8080 BILL LINGARD NAMED PRESIDENT OF URS CORPORATION George Nash to Succeed Robert Zaist as Energy & Construction Division President SAN FRANCISCO, CA – October 1, 2013 – URS Corporation (NYSE: URS) today announc |
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| October 1, 2013 |
Employment Agreement between George Nash and URS E&C Holdings, Inc., dated September 29, 2011. EXHIBIT 10.2 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is entered into as of September 29, 2011, by and between George Nash (the “Employee”) and URS E&C Holdings, Inc., a Delaware corporation (the “Company”). 1. Term of Employment. (a) Basic Rule. The Company agrees to employ the Employee, and the Employee agrees to remain in employment with the Company, from the date hereof |
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| October 1, 2013 |
EXHIBIT 10.3 FIRST AMENDMENT TO THE EMPLOYMENT AGREEMENT BETWEEN GEORGE NASH AND URS E&C HOLDINGS, INC. WHEREAS, George Nash (the “Employee”) and URS E&C Holdings, Inc. (the “Company”) entered into an Employment Agreement effective as of September 29, 2011 (the “Employment Agreement”); and WHEREAS, the Employee and the Company wish to amend the Employment Agreement to modify certain provisions in |
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| October 1, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 1, 2013 URS Corporation (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-7567 94-1381538 (Commission File No.) |
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| September 30, 2013 |
September 30, 2013 VIA EDGAR AND FEDERAL EXPRESS Terence O’Brien Branch Chief Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| September 13, 2013 |
EXHIBIT 99.1 Contact: URS Corporation Sam Ramraj Vice President, Investor Relations (415) 774-2700 Sard Verbinnen & Co Jamie Tully/Delia Cannan (212) 687-8080 URS CORPORATION DETAILS CAPITAL ALLOCATION PRIORITIES Expects to Return At Least $500 Million to Stockholders by End of Fiscal 2015 Balance of Cash Flow to be Used for Debt Reduction and to Fund Organic Growth SAN FRANCISCO, CA – September 1 |
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| September 13, 2013 |
Financial Statements and Exhibits, Other Events - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 12, 2013 URS Corporation (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-7567 94-1381538 (Commission File N |
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| August 27, 2013 |
VIA EDGAR AND FEDERAL EXPRESS August 27, 2013 Terence O’Brien Branch Chief Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| August 7, 2013 |
EX-5.9 Exhibit 5.9 August 7, 2013 URS Corporation 600 Montgomery Street, 26th Floor San Francisco, California 94111-2728 Re: Amendment No. 2 to Registration Statement on Form S-4 (File No. 333-187968); Exchange Offer for up to $400,000,000 in Aggregate Principal Amount of 3.850% Senior Notes Due 2017 and up to $600,000,000 in Aggregate Principal Amount of 5.000% Senior Notes Due 2022 of URS Corpor |
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| August 7, 2013 |
Amendment No. 2 to Form S-4 Table of Contents As filed with the Securities and Exchange Commission on August 7, 2013 Registration No. 333-187968 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 URS CORPORATION* (Exact Name of Each Registrant as Specified in Its Charter) Delaware 8711 94-1381538 (State or O |
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| August 7, 2013 |
EX-5.10 Exhibit 5.10 August 7, 2013 URS Corporation 600 Montgomery Street, 26th Floor San Francisco, California 94111-2728 Re: Amendment No. 2 to Registration Statement on Form S-4 (File No. 333-187968); Exchange Offer for up to $400,000,000 in Aggregate Principal Amount of 3.850% Senior Notes Due 2017 and up to $600,000,000 in Aggregate Principal Amount of 5.000% Senior Notes Due 2022 of URS Corp |
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| August 7, 2013 |
CORRESP 355 South Grand Avenue Los Angeles, California 90071-1560 Tel: +1.213.485.1234 Fax: +1.213.891.8763 www.lw.com FIRM / AFFILIATE OFFICES Abu Dhabi Milan Barcelona Moscow Beijing Munich Boston New Jersey Brussels New York August 7, 2013 Chicago Orange County Doha Paris Dubai Riyadh Düsseldorf Rome Frankfurt San Diego Hamburg San Francisco Hong Kong Shanghai Houston Silicon Valley VIA EDGAR L |
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| August 7, 2013 |
EX-5.8 Exhibit 5.8 August 7, 2013 URS Corporation 600 Montgomery Street, 26th Floor San Francisco, California 94111-2728 Re: Amendment No. 2 to Registration Statement on Form S-4 (File No. 333-187968); Exchange Offer for up to $400,000,000 in Aggregate Principal Amount of 3.850% Senior Notes Due 2017 and up to $600,000,000 in Aggregate Principal Amount of 5.000% Senior Notes Due 2022 of URS Corpor |
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| August 7, 2013 |
Fact Certificate OPINION FACT CERTIFICATE EX-5.4 Exhibit 5.4 August 7, 2013 URS Corporation 600 Montgomery Street, 26th Floor San Francisco, California 94111-2728 Re: Amendment No. 2 to Registration Statement on Form S-4 (File No. 333-187968); Exchange Offer for up to $400,000,000 in Aggregate Principal Amount of 3.850% Senior Notes Due 2017 and up to $600,000,000 in Aggregate Principal Amount of 5.000% Senior Notes Due 2022 of URS Corpor |
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| August 7, 2013 |
EX-5.3 Exhibit 5.3 August 7, 2013 URS Corporation 600 Montgomery Street, 26th Floor San Francisco, California 94111-2728 Re: Amendment No. 2 to Registration Statement on Form S-4 (File No. 333-187968); Exchange Offer for up to $400,000,000 in Aggregate Principal Amount of 3.850% Senior Notes Due 2017 and up to $600,000,000 in Aggregate Principal Amount of 5.000% Senior Notes Due 2022 of URS Corpor |
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| August 7, 2013 |
EX-5.5 Exhibit 5.5 500 WOODWARD AVENUE, SUITE 4000 DETROIT, MI 48226-3425 TELEPHONE: (313) 223-3500 FACSIMILE: (313) 223-3598 http://www.dickinsonwright.com August 7, 2013 URS Corporation 600 Montgomery Street, 26th Floor San Francisco, California 94111-2728 Re: Amendment No. 2 to Registration Statement on Form S-4 (File No. 333-187968); Exchange Offer for up to $400,000,000 in Aggregate Principal |
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| August 7, 2013 |
EX-5.6 Exhibit 5.6 50 West Liberty Street Suite 750 Reno, Nevada 89501 Telephone 775.323.1601 Facsimile 775.348.7250 August 7, 2013 URS Corporation 600 Montgomery Street, 26th Floor San Francisco, California 94111-2728 Re: Amendment No. 2 to Registration Statement on Form S-4 (File No. 333-187968) of URS Corporation, a Delaware corporation (the “Company”); Exchange Offer for up to $400,000,000 in |
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| August 7, 2013 |
VIA EDGAR AND FEDERAL EXPRESS August 7, 2013 Terence O’Brien Branch Chief Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| August 7, 2013 |
A Professional Law Corporation EX-5.7 Exhibit 5.7 A Professional Law Corporation 201 South Main Street, Suite 1800 Salt Lake City, Utah 84111 Telephone 801.532.1234 Facsimile 801.536.6111 August 7, 2013 URS Corporation 600 Montgomery Street, 26th Floor San Francisco, California 94111-2728 Re: Amendment No. 2 to Registration Statement on Form S-4 (File No. 333-187968) of URS Corporation, a Delaware corporation (the “Company”); E |
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| August 6, 2013 |
Flint Energy Services Ltd. Supplemental Pension Plan Agreement. EXHIBIT 10.4 SUPPLEMENTAL PENSION PLAN AGREEMENT SUPPLEMENTAL PENSION PLAN AGREEMENT made as of the day of . BETWEEN: FLINT ENERGY SERVICES LTD., a company having its Head Office in the City of Calgary, Alberta (?the ?Company?) - and - (the ?Employee?) WHEREAS, the amount of pension plan benefits in respect of the Employee in any year under the terms of the retirement plans are limited by reason o |
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| August 6, 2013 |
EXHIBIT 4.1 FIRST AMENDMENT TO CREDIT AGREEMENT This FIRST AMENDMENT TO CREDIT AGREEMENT (this ?Agreement?), dated as of May 23, 2013, is entered into by and among URS CORPORATION, a Delaware corporation (the ?Company?), certain Subsidiaries of the Company party hereto as borrowers (each a ?Designated Borrower? and, together with the Company, the ?Borrowers?), each of the Lenders (as defined below |
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| August 6, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) x QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 28, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number 1-7567 URS CORPORATIO |
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| August 6, 2013 |
Flint Energy Services Ltd. Retention Bonus Plan for William Lingard and Wayne Shaw. EXHIBIT 10.3 Personal and Strictly Confidential February 1, 2012 Attention: Bill Lingard Dear Bill: I am very pleased to inform you that you have been selected to participate in Flint?s Retention Bonus Plan (RBP). The RBP is a long term reward for selected key employees as recognition for their contribution and dedication to Flint, and their efforts toward achieving our long term goals. The total |
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| August 6, 2013 |
Employment Agreement between Flint Energy Services Ltd. and Wayne Shaw. EXHIBIT 10.1 EXECUTIVE EMPLOYMENT AGREEMENT THIS AGREEMENT made effective the day of , 2012 (the ?Effective Date?) BETWEEN: FLINT ENERGY SERVICES LTD., a body corporate incorporated under the laws of Alberta (the ?Corporation?) - and - WAYNE SHAW, an individual residing in Calgary, Alberta (the ?Executive?) (each, a ?Party? and collectively, the ?Parties?) RECITALS: A. The Executive is employed by |
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| August 6, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2013 URS Corporation (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 1-7567 94-1381538 (Commission File No.) |
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| August 6, 2013 |
Exhibit 99.1 Contacts: URS Corporation Sam Ramraj Vice President, Investor Relations (415) 774-2700 Sard Verbinnen & Co Hugh Burns/Jamie Tully/Delia Cannan (212) 687-8080 URS CORPORATION REPORTS SECOND QUARTER 2013 RESULTS Company Updates 2013 EPS Guidance Range; Initiates Reporting of Cash EPS SAN FRANCISCO, CA – August 6, 2013 – URS Corporation (NYSE: URS) today reported its financial results fo |
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| August 6, 2013 |
EXHIBIT 95 Section 1503 of the Dodd-Frank Wall Street Reform and Consumer Protection Act requires domestic mine operators to disclose violations and orders issued under the Federal Mine Safety and Health Act of 1977 (the “Mine Act”) by the federal Mine Safety and Health Administration (“MSHA”). |
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| June 25, 2013 |
EX-3.47 Exhibit 3.47 Delaware PAGE 1 The First State I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED ARE TRUE AND CORRECT COPIES OF ALL DOCUMENTS ON FILE OF “URS FEDERAL SUPPORT SERVICES, INC.” AS RECEIVED AND FILED IN THIS OFFICE. THE FOLLOWING DOCUMENTS HAVE BEEN CERTIFIED: CERTIFICATE OF INCORPORATION, FILED THE FIFTEENTH DAY OF JULY, A.D. 2002 |
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| June 25, 2013 |
EX-3.43 Exhibit 3.43 Delaware PAGE 1 The First State I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF INCORPORATION OF “URS FEDERAL SERVICES, INC.”, FILED IN THIS OFFICE ON THE SEVENTH DAY OF JANUARY, A.D. 2010, AT 5:10 O’CLOCK P.M. A FILED COPY OF THIS CERTIFICATE HAS BEEN FORWARDED TO THE NEW CASTL |
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| June 25, 2013 |
LIMITED LIABILITY COMPANY AGREEMENT OF WASHINGTON OHIO SERVICES LLC EX-3.38 Exhibit 3.38 LIMITED LIABILITY COMPANY AGREEMENT OF WASHINGTON OHIO SERVICES LLC This Limited Liability Company Agreement (“Agreement”), dated as of January 31, 2008, is made by Washington Group International, Inc., an Ohio corporation, the sole Member of Washington Ohio Services LLC (the “Company”). Unless the context otherwise requires, terms that are capitalized and not otherwise define |
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| June 25, 2013 |
EX-5.3 Exhibit 5.3 June 25, 2013 URS Corporation 600 Montgomery Street, 26th Floor San Francisco, California 94111-2728 Re: Amendment No. 1 to Registration Statement on Form S-4 (File No. 333-187968); Exchange Offer for up to $400,000,000 in Aggregate Principal Amount of 3.850% Senior Notes Due 2017 and up to $600,000,000 in Aggregate Principal Amount of 5.000% Senior Notes Due 2022 of URS Corpora |
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| June 25, 2013 |
ARTICLES OF INCORPORATION FORERUNNER ENGINEERING CORPORATION EX-3.9 Exhibit 3.9 State of Colorado Department of State Certificate I, SCOTT GESSLER, SECRETARY OF STATE OF THE STATE OF COLORADO HEREBY CERTIFY THAT ACCORDING TO THE RECORDS OF THIS OFFICE, THE ATTACHED IS A FULL, TRUE AND COMPLETE COPY OF THE ARTICLES OF INCORPORATION AND ALL AMENDMENTS THERETO OF FORERUNNER CORPORATION (COLORADO CORPORATION) AS FILED IN THIS OFFICE AND ADMITTED TO RECORD. Date |
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| June 25, 2013 |
Harriet Smith Windsor, Secretary of State EX-3.71 Exhibit 3.71 Delaware PAGE 1 The First State I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF INCORPORATION OF “WOODWARD-CLYDE INTERNATIONAL, INC.”, FILED IN THIS OFFICE ON THE EIGHTH DAY OF AUGUST, A.D. 1990, AT 9 O’CLOCK A.M. Harriet Smith Windsor, Secretary of State 2238294 8100 AUTHENT |
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| June 25, 2013 |
Harriet Smith Windsor, Secretary of State EX-3.65 Exhibit 3.65 Delaware PAGE 1 The First State I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED ARE TRUE AND CORRECT COPIES OF ALL DOCUMENTS ON FILE OF “URS OPERATING SERVICES, INC.” AS RECEIVED AND FILED IN THIS OFFICE. THE FOLLOWING DOCUMENTS HAVE BEEN CERTIFIED: CERTIFICATE OF INCORPORATION, FILED THE TWENTY-SECOND DAY OF DECEMBER, A.D. |
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| June 25, 2013 |
EX-3.27 Exhibit 3.27 Delaware PAGE 1 The First State I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED ARE TRUE AND CORRECT COPIES OF ALL DOCUMENTS ON FILE OF “URS HOLDINGS, INC.” AS RECEIVED AND FILED IN THIS OFFICE. THE FOLLOWING DOCUMENTS HAVE BEEN CERTIFIED: CERTIFICATE OF INCORPORATION, FILED THE SEVENTH DAY OF MARCH, A.D. 1991, AT 10 O’CLOC |
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| June 25, 2013 |
EX-3.70 Exhibit 3.70 BYLAWS OF URS E&C HOLDINGS, INC. (formerly known as Washington Holdings, Inc.) TABLE OF CONTENTS Page ARTICLE I. OFFICES 1 Section 1. REGISTERED OFFICES 1 Section 2. OTHER OFFICES 1 ARTICLE II. MEETINGS OF STOCKHOLDERS 1 Section 1. PLACE OF MEETINGS 1 Section 2. ANNUAL MEETINGS OF STOCKHOLDERS 1 Section 3. QUORUM; ADJOURNED MEETINGS AND NOTICE THEREOF 1 Section 4. VOTING 2 Sec |
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| June 25, 2013 |
EX-3.59 Exhibit 3.59 Delaware PAGE 1 The First State I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED ARE TRUE AND CORRECT COPIES OF ALL DOCUMENTS FILED FROM AND INCLUDING THE RESTATED CERTIFICATE OR A MERGER WITH A RESTATED CERTIFICATE ATTACHED OF “CLEVELAND WRECKING COMPANY” AS RECEIVED AND FILED IN THIS OFFICE. THE FOLLOWING DOCUMENTS HAVE BEEN |
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| June 25, 2013 |
CERTIFICATE OF AMENDMENT TO ARTICLES OF DALTON • DALTON • NEWPORT INC EX-3.53 Exhibit 3.53 F0652-0381 CERTIFICATE OF AMENDMENT TO ARTICLES OF DALTON • DALTON • NEWPORT INC William Roy Laubscher, President, and Sheldon S. Mann, Secretary, of Dalton • Dalton • Newport Inc, an Ohio corporation, with its principle office located at Cleveland, Ohio, do hereby certify that a writing signed by the sole shareholder of said corporation for the purpose of amending the Article |
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| June 25, 2013 |
OPERATING AGREEMENT URS ALASKA, LLC (an Alaska limited liability company) EX-3.32 Exhibit 3.32 OPERATING AGREEMENT OF URS ALASKA, LLC (an Alaska limited liability company) THIS OPERATING AGREEMENT (“this Agreement”) is made as of March 21, 2008 by URS CORPORATION, a Nevada corporation, as the sole member (the “Member”). The Member desires to form a limited liability company pursuant to the Alaska Revised Limited Liability Company Act (the “Act”), upon the following term |
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| June 25, 2013 |
URS GLOBAL HOLDINGS, INC. * * * * * adopted July 16, 2009 * * * * * ARTICLE I EX-3.24 18 d420084dex324.htm EX-3.24 Exhibit 3.24 URS GLOBAL HOLDINGS, INC. * * * * * BY-LAWS adopted July 16, 2009 * * * * * ARTICLE I OFFICES Section 1. The registered office shall be in Reno, Nevada. Section 2. The corporation may also have offices at such other places both within and without the State of Nevada as the board of directors may from time to time determine or the business of the co |
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| June 25, 2013 |
Financial Statements and Exhibits, Other Events - FORM 8-K/A FORM 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 25, 2013 URS Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 1-7567 94-1381538 (State or Other Jurisdiction of Incorporation) (Commission |
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| June 25, 2013 |
RESTATED ARTICLES OF INCORPORATION WOODWARD-CLYDE CONSULTANTS * * * * * * EX-3.15 Exhibit 3.15 RESTATED ARTICLES OF INCORPORATION OF WOODWARD-CLYDE CONSULTANTS * * * * * * JEAN-YVES PEREZ and DAVID T. DIMICK certify that: 1. They are the president and secretary, respectively, of Woodward-Clyde Consultants, a corporation organized under the laws of the State of Nevada (the “Corporation”). 2. The Articles of Incorporation of the Corporation are restated to read as follows |
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| June 25, 2013 |
State of Delaware Office of the Secretary of State EX-3.35 Exhibit 3.35 State of Delaware Office of the Secretary of State PAGE 1 I, EDWARD J. FREEL, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF LIMITED LIABILITY COMPANY OF “MK/BNFL GESCO LLC”, FILED IN THIS OFFICE ON THE NINTH DAY OF OCTOBER, A.D. 1998, AT 9 O’CLOCK A.M. Edward J. Freel, Secretary of State 2953983 810 |
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| June 25, 2013 |
EX-3.45 Exhibit 3.45 Delaware PAGE 1 The First State I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF INCORPORATION OF “URS FEDERAL SERVICES INTERNATIONAL, INC.”, FILED IN THIS OFFICE ON THE FIRST DAY OF FEBRUARY, A.D. 2010, AT 5:18 O’CLOCK P.M. A FILED COPY OF THIS CERTIFICATE HAS BEEN FORWARDED TO |
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| June 25, 2013 |
ARTICLE OF INCORPORATION YAMPA MINING CO. EX-3.67 Exhibit 3.67 ARTICLE OF INCORPORATION OF YAMPA MINING CO. –––oo0oo–– FIRST: The name of the corporation is YAMPA MINING CO. SECOND: The principal office in the State of Nevada is located at One East First Street, in the city of Reno, County of Washoe. The name and address of its resident agent is The Corporation Trust Company of Nevada, One East First Street, Reno, Nevada 89501. THIRD: The |
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| June 25, 2013 |
State of California Secretary of State Exhibit 3.19 State of California Secretary of State I, DEBRA BOWEN, Secretary of State of the State of California, hereby certify: That the attached transcript of 10 page(s) was prepared by and in this office from the record on file, of which it purports to be a copy, and that it is full, true and correct. IN WITNESS WHEREOF, I execute this certificate and affix the Great Seal of the State of Cali |
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| June 25, 2013 |
EX-12.1 Exhibit 12.1 URS CORPORATION COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (Unaudited) Year Ended Three Months Ended (In millions, except for ratio) December 28, 2012 December 30, 2011(1) December 31, 2010 January 1, 2010 January 2, 2009 March 29, 2013 March 30, 2012 Earnings: Earnings (losses) before income taxes $ 500.5 $ (374.0 ) $ 415.5 $ 432.0 $ 378.0 $ 114.1 $ 128.3 Less: Equity |
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| June 25, 2013 |
EX-3.18 Exhibit 3.18 AMENDED AND RESTATED BYLAWS OF URS CORPORATION GREAT LAKES A Michigan Corporation (Amended and Restated as of September 9, 2004) ARTICLE I. OFFICE Section 1. The registered office and place of business of the corporation in the State of Michigan shall be 30600 Telegraph Road, Bingham Farms, Michigan. Section 2. The corporation may have other offices at such other place or plac |
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| June 25, 2013 |
EX-3.20 Exhibit 3.20 AMENDED & RESTATED BYLAWS OF URS CORPORATION SOUTHERN A California Corporation (Amended and Restated as of September 9, 2004) ARTICLE I Applicability Section 1. Applicability of Bylaws. These Bylaws govern, except as otherwise provided by statute or its Articles of Incorporation, the management of the business and the conduct of the affairs of the Corporation. ARTICLE II Offic |
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| June 25, 2013 |
EX-3.49 Exhibit 3.49 Delaware PAGE 1 The First State I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED ARE TRUE AND CORRECT COPIES OF ALL DOCUMENTS ON FILE OF “URS FEDERAL TECHNICAL SERVICES, INC.” AS RECEIVED AND FILED IN THIS OFFICE. THE FOLLOWING DOCUMENTS HAVE BEEN CERTIFIED: CERTIFICATE OF INCORPORATION, FILED THE FOURTEENTH DAY OF JULY, A.D. 1 |
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| June 25, 2013 |
EX-3.69 Exhibit 3.69 Delaware PAGE 1 The First State I, HARRIET SMITH WINDSOR, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED ARE TRUE AND CORRECT COPIES OF ALL DOCUMENTS ON FILE OF “BEAR MERGER SUB, INC.” AS RECEIVED AND FILED IN THIS OFFICE. THE FOLLOWING DOCUMENTS HAVE BEEN CERTIFIED: CERTIFICATE OF INCORPORATION, FILED THE TWENTY-SECOND DAY OF MAY, A.D. 2007, AT 2: |
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| June 25, 2013 |
EX-3.74 Exhibit 3.74 FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF URS RESOURCES, LLC a Delaware limited liability company Dated as of September 9, 2004 TABLE OF CONTENTS PAGE SECTION 1. NAME 1 SECTION 2. DEFINITIONS 1 SECTION 3. BUSINESS PURPOSE OF THE COMPANY 3 SECTION 4. TERM 3 SECTION 5. PRINCIPAL PLACE OF BUSINESS 3 SECTION 6. REGISTERED OFFICE: REGISTERED AGENT 3 SECTION |
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| June 25, 2013 |
Exhibit 3.75 Delaware PAGE 1 The First State I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED ARE TRUE AND CORRECT COPIES OF ALL DOCUMENTS ON FILE OF “URS PROFESSIONAL SOLUTIONS LLC” AS RECEIVED AND FILED IN THIS OFFICE. THE FOLLOWING DOCUMENTS HAVE BEEN CERTIFIED: CERTIFICATE OF FORMATION, FILED THE THIRD DAY OF MARCH, A.D. 1999, AT 11:30 O’CLOCK |
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| June 25, 2013 |
EX-3.46 Exhibit 3.46 BY-LAWS OF URS FEDERAL SERVICES INTERNATIONAL, INC. as amended January 20, 2011 A Delaware corporation ARTICLE I OFFICES Section 1. The registered office of URS Federal Services International, Inc. (the “Corporation”) shall be in the City of Wilmington, County of New Castle, State of Delaware. Section 2. The Corporation may also have offices at such other places both within an |
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| June 25, 2013 |
CORRESP URS CORPORATION URS FOX US LP 600 Montgomery Street, 26th Floor San Francisco, California 94111-2728 June 25, 2013 VIA EDGAR AND FACSIMILE U. |
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| June 25, 2013 |
ARTICLES OF INCORPORATION URS CORPORATION—NORTH CAROLINA EX-3.13 Exhibit 3.13 NORTH CAROLINA Department of The Secretary of State To all whom these presents shall come, Greetings: I, ELAINE F. MARSHALL, Secretary of State of the State of North Carolina, do hereby certify the following and hereto attached to be a true copy of ARTICLES OF INCORPORATION OF URS CORPORATION—NORTH CAROLINA the original of which is now on file and a matter of record in this of |
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| June 25, 2013 |
LIMITED LIABILITY COMPANY AGREEMENT OF WASHINGTON DEMILITARIZATION COMPANY, LLC EX-3.34 Exhibit 3.34 LIMITED LIABILITY COMPANY AGREEMENT OF WASHINGTON DEMILITARIZATION COMPANY, LLC This LIMITED LIABILITY COMPANY AGREEMENT (the “Agreement”) of Washington Demilitarization Company, LLC, a Delaware limited liability company into which Washington Demilitarization Company, a Delaware corporation, was converted (the “Company”), is made and entered into as of March 20, 2009 by Washin |
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| June 25, 2013 |
EX-3.39 Exhibit 3.39 Utah Department of Commerce Division of Corporations & Commercial Code 160 East 300 South, 2nd Floor, S.M. Box 146705 Salt Lake City, UT 84114-6705 Phone: (801) 530-4849 Toll Free: (877)526-3994 Utah Residents Fax: (801) 530-6438 Web Site: http://www.commerce.utah.gov Registration Number: 1044873-0142 September 25, 2007 Business Name: EG&G DEFENSE MATERIALS, INC. Registered Da |
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| June 25, 2013 |
EX-3.62 Exhibit 3.62 AMENDED AND RESTATED BYLAWS OF SIGNET TESTING LABORATORIES, INC. A Delaware Corporation (Amended and Restated as of September 9, 2004) ARTICLE I. OFFICES Section 1. REGISTERED OFFICERS. The registered office shall be in the City of Wilmington, State of Delaware. Section 2. OTHER OFFICES. The Corporation may also have offices at such other places both within and without the Sta |
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| June 25, 2013 |
EX-3.72 Exhibit 3.72 AMENDED AND RESTATED BY-LAWS OF URS INTERNATIONAL, INC. A Delaware Corporation (Amended and Restated as of September 9, 2004) ARTICLE I OFFICES 1.1 Registered Office. The registered office shall be in the City of Wilmington, County of New Castle, State of New Castle, State of Delaware. 1.2 Other Offices. The corporation may also have offices at such other places both within an |
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| June 25, 2013 |
Fact Certificate OPINION FACT CERTIFICATE EX-5.4 Exhibit 5.4 June 25, 2013 URS Corporation 600 Montgomery Street, 26th Floor San Francisco, California 94111-2728 Re: Amendment No. 1 to Registration Statement on Form S-4 (File No. 333-187968); Exchange Offer for up to $400,000,000 in Aggregate Principal Amount of 3.850% Senior Notes Due 2017 and up to $600,000,000 in Aggregate Principal Amount of 5.000% Senior Notes Due 2022 of URS Corpora |
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| June 25, 2013 |
EX-5.8 Exhibit 5.8 June 25, 2013 URS Corporation 600 Montgomery Street, 26th Floor San Francisco, California 94111-2728 Re: Amendment No. 1 to Registration Statement on Form S-4 (File No. 333-187968); Exchange Offer for up to $400,000,000 in Aggregate Principal Amount of 3.850% Senior Notes Due 2017 and up to $600,000,000 in Aggregate Principal Amount of 5.000% Senior Notes Due 2022 of URS Corpora |
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| June 25, 2013 |
BY-LAWS URS FEDERAL SERVICES, INC. A Delaware corporation ARTICLE I EX-3.44 Exhibit 3.44 BY-LAWS OF URS FEDERAL SERVICES, INC. A Delaware corporation ARTICLE I OFFICES Section 1. The registered office of URS Federal Services, Inc. (the “Corporation”) shall be in the City of Wilmington, County of New Castle, State of Delaware. Section 2. The Corporation may also have offices at such other places both within and without the State of Delaware as the Board of Director |
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| June 25, 2013 |
EX-3.42 Exhibit 3.42 BYLAWS as amended OF LEAR SIEGLER LOGISTICS INTERNATIONAL, INC. (hereinafter called the “Corporation”) ARTICLE I. OFFICES Section 1. Registered Office. The registered office shall be in the City of Wilmington, County of New Castle, Delaware. Section 2. Other Offices. The Corporation may have offices at such other places either within or without the State of Delaware as the Boa |
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| June 25, 2013 |
Limited-Liability Articles of Organization (PURSUANT TO NRS 88) EX-3.37 Exhibit 3.37 DEAN HELLER Secretary of State 101 North Carson Street, Suite 3 Carson City, Nevada 68701-4786 (775) 664 5708 Limited-Liability Company Articles of Organization (PURSUANT TO NRS 88) Office Use Only Important: Read attached instructions before completing form. 1. Name of Limited-Liability Company: Morrison Knudsen LLC 2. Resident Agent Name and Street Address: [ILLEGIBLE] CSC S |
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| June 25, 2013 |
EX-3.36 Exhibit 3.36 THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF WASHINGTON GOVERNMENT ENVIRONMENTAL SERVICES COMPANY LLC This Third Amended and Restated Limited Liability Company Agreement (“Agreement”), dated as of January 23, 2006, is made by Washington Group International, Inc., an Ohio corporation, the sole Member of Washington Government Environmental Services Company L |
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| June 25, 2013 |
EX-3.33 Exhibit 3.33 STATE OF DELAWARE SECRETARY OF STATE DIVISION OF CORPORATIONS FILED 09:00 AM 07/17/1992 752199075 - 2303941 CERTIFICATE OF INCORPORATION OF RAYTHEON DEMILITARIZATION COMPANY 1. The name of the corporation is Raytheon Demilitarization Company. 2. The address of its registered office in the State of Delaware is The Prentice-Hall Corporation System, Inc., 32 Loockerman Square, Su |
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| June 25, 2013 |
AK Entity #: 114984 Date Filed: 03/21/2008 12:00 AM State of Alaska Department of Commerce EX-3.31 Exhibit 3.31 Alaska Entity #: 114984 State of Alaska Department of Commerce, Community, and Economic Development Corporations, Business and Professional Licensing CERTIFICATE OF ORGANIZATION Limited Liability Company THE UNDERSIGNED, as Commissioner of Commerce, Community, and Economic Development of the State of Alaska, hereby certifies that Articles of Organization duly signed and verifi |
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| June 25, 2013 |
EX-3.48 Exhibit 3.48 AMENDED AND RESTATED BY-LAWS OF URS FEDERAL SUPPORT SERVICES, INC. A Delaware Corporation (Amended and Restated As of September 9, 2004) ARTICLE I OFFICES Section 1. The registered office of Lear Siegler Services, Inc. (the “Corporation”) shall be in the City of Wilmington, County of New Castle, State of Delaware. Section 2. The Corporation may also have offices at such other |
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| June 25, 2013 |
EX-3.16 Exhibit 3.16 AMENDED AND RESTATED BYLAWS OF URS CORPORATION a Nevada corporation as of December 1, 2007 * * * * * ARTICLE I OFFICES Section 1. The registered office shall be in Reno, Nevada. Section 2. The corporation may also have offices at such other places both within and without the State of Nevada as the board of directors may from time to time determine or the business of the corpor |
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| June 25, 2013 |
EX-3.21 Exhibit 3.21 DATE 02/26/2010 DOCUMENT ID 201005600158 DESCRIPTION DOMESTIC/AMENDMENT TO ARTICLES (AMD) FILING 50.00 EXPED 300.00 PENALTY .00 CERT 25.00 COPY 50.00 Receipt This is not a bill. Please do not remit payment. CT CORPORATION SYSTEM 4400 EASTON COMMONS WAY, SUITE 125 ATTN: TIMOTHY ROBERSON COLUMBUS, OH 43219 STATE OF OHIO CERTIFICATE Ohio Secretary of State, Jennifer Brunner 17110 |
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| June 25, 2013 |
Exhibit 3.22 URS ENERGY & CONSTRUCTION, INC. (an Ohio corporation) (Name Change Filed and Effective February 25, 2010) REGULATIONS (Amended and Restated Effective as of July 7, 2000) ARTICLE I SHAREHOLDERS Section 1. Annual Meeting. The annual meeting of shareholders of the Corporation for the election of directors, the consideration of reports to be laid before such meeting, and the transaction o |
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| June 25, 2013 |
BYLAWS URS INTERNATIONAL PROJECTS, INC. (Amended & Restated as of August 23, 2000) EX-3.30 24 d420084dex330.htm EX-3.30 Exhibit 3.30 BYLAWS OF URS INTERNATIONAL PROJECTS, INC. (Amended & Restated as of August 23, 2000) OFFICES 1. The principal office shall be in the City of Carson City, County of Carson City, State of Nevada. The corporation may also have offices in the City of Boise, State of Idaho, and also offices at such other places as the Board of Directors may from time t |
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| June 25, 2013 |
EX-3.58 Exhibit 3.58 AMENDED AND RESTATED BYLAWS OF AMAN ENVIRONMENTAL CONSTRUCTION, INC. A California Corporation (Amended and Restated as of September 9, 2004) ARTICLE I OFFICES Section 1.01 PRINCIPAL OFFICE. The principal executive office of the Corporation is hereby fixed and located at 600 Montgomery Street, 25th Floor, San Francisco, California. The Board of Directors is hereby granted full |
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| June 25, 2013 |
BYLAWS OF B.P. BARBER & ASSOCIATES, INC. As amended April 14, 2011 ARTICLE I Places of Business Exhibit 3.6 BYLAWS OF B.P. BARBER & ASSOCIATES, INC. As amended April 14, 2011 ARTICLE I Name Places of Business Section 1. The name of the corporation shall be B.P. Barber & Associates, Inc. Section 2. The principal place of business of the corporation shall be 101 Research Drive, Columbia, South Carolina. Section 3. The corporation may also have offices at such other places, both within and with |
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| June 25, 2013 |
EX-3.76 Exhibit 3.76 FIFTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF URS PROFESSIONAL SOLUTIONS LLC Dated as of August 10, 2012 TABLE OF CONTENTS Page Article 1. Organization 1 1.1 Formation of the Company; Term 1 1.2 Name 1 1.3 Purpose of the Company 1 1.4 Principal Place of Business, Office and Agent 1 1.5 Fictitious Business Name Statement; Other Certificates 1 1.6 FOCI and Na |
