Earnings Labs

Aecom (ACM)

Q4 2014 Earnings Call· Tue, Nov 11, 2014

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Transcript

Operator

Operator

Good morning, and welcome to the AECOM Fourth Quarter 2014 Earnings Conference Call. I would like to inform all participants, this call is being recorded at the request of AECOM. This broadcast is a copyrighted property of AECOM. Any rebroadcast of this information, in whole or part, without the prior written permission of AECOM is prohibited. As a reminder, AECOM is also simulcasting this presentation with slides at Investors section at www.aecom.com. Later, we will conduct a question-and-answer session. I would like to turn the call over to Paul Cyril, Senior Vice President, Investor Relations.

Paul Cyril

Management

Thank you, operator. Before reviewing our fiscal 2014 fourth quarter and full year results, I would like to point you to our Safe Harbor statement on Page 2. I would like to remind everyone that today's discussion contains forward-looking statements based on the environment as we see it today, and as such, does include risks and uncertainties. Our actual results might differ significantly from those projected in these forward-looking statements. Please refer to our press release or Page 2 of our earnings presentation and to our reports filed with the SEC for more information on the risk factors that could cause actual results to materially differ from projections. Note that we are using certain non-GAAP financial measures as references in the presentation. The appropriate GAAP financial reconciliations are incorporated into our press release which is posted on our website. Please also note that all percentages refer to year-over-year progress except where otherwise noted. In addition, our discussion of fiscal 2014 financial results will exclude the impact of acquisition and integration related costs, unless otherwise noted. Please turn to Slide 4. Beginning today's presentation is Mike Burke, Chief Executive Officer. Mike?

Mike Burke

Chief Executive Officer

Thank you, Paul. Welcome, everyone, to our fourth quarter and full year 2014 earnings call. I also want to welcome former URS stakeholders to our first call as a combined company and thank you for your vote of confidence that made this transaction a reality. Joining me today is Steve Kadenacy, our President and Chief Financial Officer. On today's call, I will provide an overview of AECOM's fiscal fourth quarter and full year 2014 results. Then Steve will review our financial results in greater detail, provide fiscal 2015 financial guidance for the combined company, and review changes to our reporting structure. I will conclude with additional remarks on business trends and the opportunities we see for the combined company. I'm pleased to report that in fiscal 2014, we finished with $25.1 billion of backlog including $3 billion from the acquisition of Hunt's Construction which closed during the fourth quarter. Including $4.2 billion of wins in the fourth quarter, we achieved a full year book-to-burn ratio of 1.7 times. In our PTS segment our organic growth rate improved and we benefited from a continued favorable mix shift in our MSS business, which help to drive strong operating performance. Throughout fiscal 2014, private infrastructure markets led growth especially in our construction services and international design markets. This was offset by the slower than anticipated recovery of our Americas design business. Please turn to Slide 5. Before turning the call over to Steve, I will take a moment to talk about the structure of the combined company. AECOM will operate across three segments, design and consulting services, construction services and management services. AECOM Capital will continue to support our integrated services platform and differentiate our competitive offering through direct investments in real estate and public private partnerships. To-date, we have committed $150 million to 13 projects that have driven approximately $1 billion in construction services backlog. This new operating structure is designed to reflect the strengths of both AECOM and URS. There are very few companies in the world that can execute at the scale and technical level that AECOM is known for delivery and our capabilities are enhanced with this new structure. With that, I will turn the call over to Steve, who will discuss our financial results.

Steve Kadenacy

President

Thanks, Mike. Please turn to Slide 6. Before I begin, I would like to point out that our fourth quarter results included an extra week of business which favorably impacted growth rates as compared to prior periods. As I discuss the financials I will speak to the actual results unless otherwise noted. For the fourth quarter gross revenue of $2.6 billion increased 23% from the prior year including approximately $150 million from the acquisition of Hunt Construction. Net service revenue of $1.3 billion grew 6% from the prior year. Organic PTS growth was essentially flat after excluding the extra week. Our MSS business continued to diversify with strong backlog growth and profit improvement due to the successful repositioning of the business. Much like the last quarter, strong organic growth trends in our international and construction services markets, help to offset the lack of growth in our Americas design business. We are especially happy to report that following several strong quarters of wins, construction services began converting backlog to revenue with revenue growth accelerating in the fourth quarter. For the fourth quarter, we delivered an 11.1% EBITDA margin. Our fiscal year EBITDA margin was 9.7% which was up 32% basis points from 2013. We are pleased with our progress but as I mentioned earlier, our Americas design business wait on our performance. Our focus on free cash flow continued to deliver results. Once again, we achieved our targeted driving free cash flow in access of net income for the quarter and the year. This marks our third consecutive year of exceeding our target. And we delivered EPS of $2.53 which was within the range of guidance that we provided. Please turn to Slide 7. As Mike already noted, our backlog at the end of fiscal 2014 was $25.1 billion. Growth was…

Mike Burke

Chief Executive Officer

Thank you, Steve. Please turn to Slide 12. In mid-October, we completed the URS transaction with strong support from our stakeholders. Through the efforts of countless people at AECOM and URS, we closed the transaction within three months of the announcement, enabling us to limit disruption in the business and move quickly to appoint new leaders to take the combined company forward. The combination of these two great companies furthers our path toward becoming the premier integrated provider of services in the infrastructure space, and we are pleased with the efficiency of our closing process as well as the initial stages of the integration. The optimism of our employees and client is strong, and we are excited by the opportunities in front of us. One of the great benefits of this combination is the tremendous advantage it gives us in building the premier leadership team in our industry. As we fill the critical leadership roles for the combined organization, we are choosing the best leaders from both companies, creating a team that is stronger and more committed than ever before. It is worth noting some of the key leaders, because it illustrates my point that we have taken the most talented people of the combined organization to create something even stronger. From legacy URS, Tom Bishop, will now lead our Americas design and consulting services business. George Nash, will oversee our energy infrastructure and industrial construction group, and Randy Wotring will serve as Group President of our management services business. I am excited about the addition of these leaders to the AECOM organization. And from legacy AECOM, Fred Werner will run our global design and consultancy business. Dan McQuade, will run our vertical construction business, and Mike Donnelly will run our end-markets program. These are just a few of the…

Operator

Operator

(Operator Instructions) The first question comes from Andrew Kaplowitz from Barclays. Please go ahead.

Andrew Kaplowitz - Barclays Capital

Analyst · Barclays. Please go ahead

Hey guys, how’re you? Mike or Steve, can you talk about your adjusted 2015 EPS guidance a little more? At least at the lower end of the range, it seems a little low versus what some might have thought during the summer. So, can you talk about the puts and takes of the URS deal as you closed it? Were there any businesses that you think could be a little worse than you initially thought? And then are there any businesses at AECOM where the outlook has deteriorated a bit from where you were over the summer - maybe that's the Americas design business but I'll let you answer the question. Thanks, guys.

Mike Burke

Chief Executive Officer

I will let Steve to address the puts and takes and then we can come back and give you a better sense of some of the upsize and downsize of the mid point of range to frame it out. So, why don't I start with Steve will take you through the puts and takes.

Steve Kadenacy

President

Andy, at the mid point take 305 is about 15% accretive on a cash basis, on the adjusted EPS line which is lower than the 25% that we had mentioned when we announced the deal which we know. And there is a few reasons for that. I think that the biggest is less - we pulled forward some of the chem demil work, or URS did into its first three quarter of the three which comes at the detriment to FY 15 even though it's really a high performing contract. And then further weakness in there IE business as well. So there is the degradation to what we expected URS producing FY 15. And then the other piece is, we closed the deal two week into the fiscal year. So there is a two weeks less of an impact that will bridge you back to something close to 25% cash accretive. But I will turn it back to Mike to talk about what could take us lower than that midpoint.

Mike Burke

Chief Executive Officer

Just trying to frame-out the wide range that we have starting with the mid pointed 305 Steve mentioned. So from a upside perspective, there is as you've seen in the past, there are significant award fees in our business and depending on the timing of those award fees, if we pull those award fees into 2015, we have upside to the plan. You heard me mention the E&C pipeline of opportunities. It's the biggest pipeline of opportunities that we’ve seen in quite a few years. So, to that extent that pipeline of opportunities comes to fruition as we expect, there is upside to that. And of course the timing of the synergies. As Steve mentioned, we are moving very quickly against our synergy targets. We are very confident that we're going to achieve the numbers that we projected but to the extent we can move even faster towards that target and pull more that into 2015, we have some upside there. From a downsize perspective, you got the EC awards. The flip side of the EC pipeline is its lumpy, they are big projects and if we win them but we win them later in the year, they push into 16. So that has some downside also. Another point is that the recovery of the Americas design business. As you know the Americas design business both at AECOM and URS has had a challenging past couple of years and we’ve seen some signs of recovery there, we both the URS and AECOM legacy businesses had a recovery and wins in Q4. And so that pertains well for the future. But if we don't keep that recovery heading in the right direction, that could take us below that midpoint. Oil prices are something we think about. Obviously our oil and gas…

Andrew Kaplowitz - Barclays Capital

Analyst · Barclays. Please go ahead

That's very helpful. How much of the $110 million in synergies do you think is really low hanging fruit? I know you mentioned $180 million run rate by the end of the year. I assume that's because the real estate savings really start to ramp up at the end. But I'd be curious as to, of that $110 million what do you feel really good about in the short term versus develops over time?

Steve Kadenacy

President

Andy this is Steve. I don't know if we would classify it as long hanging fruit but what we have around $110 is a lot of certainty in terms of what we need to do to achieve it. There is a real estate piece of that. Our feeling is there is probably upside for the real estate piece that really depends on how fast we can execute on the projects because you’re talking about moving people from one office to another, closing down an office, sometimes doing tenant improvements. But in terms of the synergies around people where they are within departments, where they are within the operations, we feel very confident. And as we mentioned in the script, we're more confident than we were when we announced the deal on the overall number and we plan to give you even more confidence in that in the Investor Day with more detail.

Andrew Kaplowitz - Barclays Capital

Analyst · Barclays. Please go ahead

Got it. Steve, just one more thing. Is it possible to give us a little more color? You've given us the segments and the pro forma revenue, but is it possible to give us more color around what we should think about growth of the individual segments within -- you've given us EPS guidance but you haven't given us much else in terms of how to look at growth of the individual segments and how to look at margins within the individual segments. Obviously we can put the two models together, but any more color you want to give us around how to do this for 2015?

Steve Kadenacy

President

For 2015 we’re not ready to start breaking it down further. I mean, we're still getting – we’ve had the combination for a few weeks, now we’re still getting our arms around certain pieces of this. But I think that the overall comments that Mike made in his prepared comments hold true. Our vertical construction business is growing quite fast, our design business internationally is showing quite strong, MSS is diversifying quite well, and the backlog is up significantly. A lot of those truths hold over onto the new business on a combined basis as well.

Andrew Kaplowitz - Barclays Capital

Analyst · Barclays. Please go ahead

Okay. That's fine. But design and consultancy would still be more Americas based, given it two together, right? So, I might think of that as a little bit slower growing overall versus the other construction services?

Steve Kadenacy

President

Andy, I think that’s fair. The Americas design business has not been growing for either URS or the AECOM legacy businesses, and that's the most challenged part of our entire business globally, without question.

Andrew Kaplowitz - Barclays Capital

Analyst · Barclays. Please go ahead

Okay. Thanks guys.

Steve Kadenacy

President

Sure. Welcome.

Operator

Operator

Thank you. The next question comes from Steven Fisher from UBS. Please go ahead.

Steven Fisher - UBS

Analyst · UBS. Please go ahead

Great. Thanks very much. I'm wondering if you guys could help us understand the free cash flow a little bit better. Do you have maybe a forecast you could give us for 2015? Or, if not, maybe just help us with some of the pieces underlying that.

Mike Burke

Chief Executive Officer

We do not give a specific forecast for 2015, in the past we've always said we would exceed net income over the past three years, obviously that metric is not all that relevant given the significant cost that we have on acquisition, integration related expenses. So that's a significant moving piece. Our expectation as Steve said, our cash flow will continue to be very robust at the operational level, and that will be more than enough to keep us within our forecast to take down debt over the next few years to get down to close to two by FY 17.

Steven Fisher - UBS

Analyst · UBS. Please go ahead

Can you just tell us how much CapEx is going to be in 2015?

Mike Burke

Chief Executive Officer

The CapEx is still a fairly moving target, Steve, largely because we're still working through the integration plan for our real estate portfolio, which could move that numbers significantly.

Steven Fisher - UBS

Analyst · UBS. Please go ahead

Okay. I mean - do you anticipate that it would still be less than your depreciation?

Mike Burke

Chief Executive Officer

Yeah.

Steven Fisher - UBS

Analyst · UBS. Please go ahead

Okay. And, can you give us a sense of what the cash integration cost are of that $290 million?

Steve Kadenacy

President

The $290 million, we’re still not ready to break it out into cash and P&L yet. But again, in the Investor Day we plan to spend a little bit more time on that, Steve. So again, I think from a cash perspective, the cash is going to be healthy, we’re going to stay on our track to reduce our overall debt, reduce our debt to EBITDA even with a lower EBITDA compared to when we announce. So, we’re feeling fairly confident on it.

Steven Fisher - UBS

Analyst · UBS. Please go ahead

Okay. Shifting over to margins in the quarter, they were down year over year in PTS. Just curious, how much impact maybe Hunt had on the margins there? And ex-Hunt would you still have been down year-over-year? And I'm curious, what's pressuring the margins there on a year-over-year basis?

Steve Kadenacy

President

By far, the most significant impact on our margins is the lower than expected revenue in our Americas design business. Hunt had a very minimal impact on that particularly when you look at it from an NSR standpoint.

Steven Fisher - UBS

Analyst · UBS. Please go ahead

Okay. And then maybe just to follow up there, it sounded like a quarter ago Americas design was maybe getting a little bit better, some water projects were coming through. What is it that stunted the trajectory there?

Mike Burke

Chief Executive Officer

The way of the decline lessened in Q3, and then – it did not continue to improve in Q4. So, we were down a few percentage points in Q4 on organic basis. But we did see the wins tick up in Q4. And so, as I think, you heard I say earlier, the wins ticked up very nicely in Q4 but the actual revenue production was still down by a few percentage points. It's a challenging market overall, it’s not something that is particular to AECOM, we saw it in URS, we saw it in AECOM, we see it in our competitors. It’s a tough market. The civil infrastructure market in the United States is difficult. Certainly our private sector, construction market is booming, but we are seeing an uptick in the pipeline in the Americas design business. In the quarter we were up 20% in our pipeline of opportunities. So, the pipeline is up, the wins are up, the backlog is up, and we just got to get it converted to revenue producing projects a little quicker.

Steven Fisher - UBS

Analyst · UBS. Please go ahead

And the wins there, are those contracted wins or awarded wins?

Mike Burke

Chief Executive Officer

Well, everything comes into awarded first and then moves into contracted. So, it’s a combination.

Steven Fisher - UBS

Analyst · UBS. Please go ahead

Okay. Thanks very much.

Operator

Operator

Thank you. Next question comes from Tahira Afzal from KeyBanc. Please go ahead.

Tahira Afzal - KeyBanc Capital Markets

Analyst · KeyBanc. Please go ahead

Hi, folks. Congratulations on an on-track integration. First question is really regarding your amortization. And thank you for breaking that down versus the expenses on the slides. As we look from 2015 to 2016, would it be possible to get an idea of directionally how much that ticked down by, to the extent you can comment?

Mike Burke

Chief Executive Officer

We would expect it to tick down over time, but we’re not prepared to get the amortization guidance for 2016, just yet, Tahira.

Tahira Afzal - KeyBanc Capital Markets

Analyst · KeyBanc. Please go ahead

Got it. Okay. Thought I'd try my luck. Second question is just another follow-up on the free cash flow side. In your M&A documents, you filed with the SEC you put a projection out there for what you expected from URS. Does the degradation, the slide degradation, and the outlook really impact that number directionally? And in terms of your integration costs that you've disclosed today, are they still in line with what you thought a couple of months back?

Mike Burke

Chief Executive Officer

So, if I understand the question, it’s on cash flow relative to the degradation in our EBITDA. We did pull in cash flow into the calendar year - into our fiscal year from URS's calendar year. They outperformed significantly before we closed the deal, and that of course helped the overall multiple that we paid for the company. Some of that obviously would come from an acceleration of what was their fiscal year, but as a whole we still anticipate the combined company exceeding the cash flow forecast that we had originally put together.

Tahira Afzal - KeyBanc Capital Markets

Analyst · KeyBanc. Please go ahead

Great. Thank you.

Mike Burke

Chief Executive Officer

Well, thanks Tahira.

Operator

Operator

Thank you. Next question comes from Justin Hauke from Robert W. Baird. Please go ahead.

Justin Hauke - Robert W. Baird

Analyst · Robert W. Baird. Please go ahead

Yes. Good morning, guys. You've alluded to a couple of times that URS's cash flow was better than expected and pulled forward. Can you give us a pro forma balance sheet, either for the combined entity at close, or at a minimum can we get URS's balance sheet as of the end of the third quarter?

Steve Kadenacy

President

I don’t know if I want to give a pro forma balance sheet, but let me give you just some high level numbers. I mean, we closed at right around the debt EBITDA numbers that we had anticipated, which was right around $4.4 billion, and the debt at the close was $5.3 billion-ish.

Justin Hauke - Robert W. Baird

Analyst · Robert W. Baird. Please go ahead

$5.3 billion? And did you care to comment on URS's cash flow in the third quarter?

Steve Kadenacy

President

Their cash flow in the third quarter, their third quarter was quite good. I don’t know if you want an exact number, obviously they had three closes during the month of October, so, it depends on what period of time, but they pulled forward relative to our original calendar year forecast and our fiscal year forecast about $270 million.

Justin Hauke - Robert W. Baird

Analyst · Robert W. Baird. Please go ahead

Okay. Great. Thank you. And then on the backlog, being up so significantly, I assume some of that is from the construction management business. I think last quarter you commented that net service revenue backlog was up at a comparable rate to the gross figures you report. Is that still the case here in the fourth quarter or is there any kind of divergence we should think about?

Steve Kadenacy

President

On a year-over-year basis, net service revenue was up 18% which is not as robust because of the construction wins, as gross revenue, but still quite healthy.

Justin Hauke - Robert W. Baird

Analyst · Robert W. Baird. Please go ahead

Okay, great. Thank you very much.

Operator

Operator

Thank you. We have a question from Sameer Rathod from Macquarie. Please go ahead.

Sameer Rathod - Macquarie Research

Analyst · Macquarie. Please go ahead

Hi, good afternoon. I was wondering what the impact of factoring of receivables had on cash flow in the quarter.

Steve Kadenacy

President

The net impact, Sameer, was negative actually. We factored about $77 million and unlined was around $85 million.

Sameer Rathod - Macquarie Research

Analyst · Macquarie. Please go ahead

Okay. And then could you quickly comment on the drill rig moving business and oil sands-exposed part of your businesses, given the pullback in crude?

Mike Burke

Chief Executive Officer

Sameer, are you asking about the rig hauling business?

Sameer Rathod - Macquarie Research

Analyst · Macquarie. Please go ahead

Yes, the rig hauling business. If you look at Baker Hughes, a number of rigs are coming off. I was just wondering if you guys have started to see any impact.

Steve Kadenacy

President

The impact on what, Sameer? The rig hauling business that was sold? Is that what you’re asking? It didn’t contribute at the EBITDA line. So, there is no impact on the bottom line.

Sameer Rathod - Macquarie Research

Analyst · Macquarie. Please go ahead

Okay. And you mentioned several times that there was a pull forward in chem demil of the legacy URS business. Does this imply there should be a sharper fall off in 2016, just given the prior guidance URS had given?

Steve Kadenacy

President

Absolutely. They will be back down to just the normal run rate on existing projects. There is a follow up from what we’ve mentioned in the prepared remarks about $90 million or so of income, and next year will be $46 million, 2016 will be even less, probably closer at $10 million.

Sameer Rathod - Macquarie Research

Analyst · Macquarie. Please go ahead

Okay. And then my last question, on Hunt-- any way you can comment on what new orders for Hunt in the quarter were?

Steve Kadenacy

President

New orders for Hunt in the quarter, I don’t know if I have ever broken down at that level, they brought $3 billion of backlog to the business, about $2 billion of that was awarded backlog, and $1 billion was in contracted.

Sameer Rathod - Macquarie Research

Analyst · Macquarie. Please go ahead

Okay. Thank you.

Steve Kadenacy

President

Thank you.

Operator

Operator

Thank you. (Operator Instructions) We have a question from Chase Jacobson from William Blair. Please go ahead. Chase Jacobson - William Blair & Company: Hi, good afternoon. On the core AECOM business you guys have had some -- it's been slow but steady margin improvement on the EBITDA line over the last couple years, 20, 30 basis points a year. But still tracking below the 12% target that you had talked about in the past. So, wondering if you could give any color on to what's been different there versus when you gave that 12% target, and how you incorporate that into when you look at savings in the URS business.

Steve Kadenacy

President

The reason that we haven't made more progress on that 12% EBITDA to NSR target is largely the slowness in our Americas design business. So, our outlook going forward, obviously we will be giving guidance in the future against gross revenue, since we’re not going to be stating net service revenue anymore in the news segments, that would translate to roughly 6% to 8% EBITDA to gross revenue margin. And we think that is highly achievable given the synergies that we see and with the expected improvement in our Americas design business and with the general efficiencies that we see in our business that we've taken out as AECOM standalone prior to the combination particularly on real-estate and procurement which will apply to the new organization. So, really the reason we haven’t made better progress on that is the slowness in the Americas business, which we anticipate will won’t last forever and we’ll make progress faster on that target. Chase Jacobson - William Blair & Company: Okay. Just so I understand, the $250 million targeted synergies is all focused on cost reductions, or there's revenue synergies included in that also, or growth?

Steve Kadenacy

President

Those are all cost reductions. Chase Jacobson - William Blair & Company: Okay. That's helpful. The other question I have is just more detailed. Can you just help reconcile the adjusted tax rate to what the GAAP tax rate would be in 2015?

Steve Kadenacy

President

The adjusted tax rate for the GAAP, so FY 15 all in rate is about 26% - the biggest reason that its lower is because of some of the cost of integration we're going to get deducted at a higher tax rate, because they’re all domestic. So, perhaps we can take you offline and help you with the modeling of that if you would like. Chase Jacobson - William Blair & Company: Yeah, okay. That would be great. Thank you.

Steve Kadenacy

President

You’re welcome.

Operator

Operator

Thank you. And our last question comes from Justin Hauke from Robert W. Baird. Please go ahead.

Justin Hauke - Robert W. Baird

Analyst · Robert W. Baird. Please go ahead

Thanks guys. Just a quick follow-up. Post all your financing, is there anything that's changed in your assumed interest rate? I think previously you were highlighting an all-in of 4.3%. It looks like it maybe a little bit higher. Is that correct?

Steve Kadenacy

President

No, we actually came in slightly lower. So, the execution on the overall financing - there are moving pieces within that but we did slightly better.

Justin Hauke - Robert W. Baird

Analyst · Robert W. Baird. Please go ahead

Okay. Thank you very much.

Steve Kadenacy

President

You’re welcome.

Operator

Operator

Thank you. We have no further questions at this time. I will now turn the call back over to Mike Burke.

Mike Burke

Chief Executive Officer

Okay. Thank you, operator. Thank you every one for participating today. I want to remind everybody that we will be in New York on December 16th, for our Investor Day. And as Steve mentioned a couple of times, we look forward to spending more time giving you much more detail on our plans and our synergies and even more detail than we have today. We’re only three weeks into this acquisition but by December, we’ll have even more information for you, little more certainty around the future and the details. So, we look forward to spending more time with you on December 16th. And for those of you that can't be available on that date, we’ll look forward to talking to you on our next quarterly earnings call. So, thank you and have a great day.