Amentum Completes Transformational Combination with Jacobs’ Critical Mission Solutions and Cyber and Intelligence Units

Creates a global leader in advanced engineering and innovative technology solutions well positioned to address the world’s most complex challenges in science, security and sustainability

Amentum to begin regular-way trading on the NYSE as “AMTM” on Monday, September 30

Executive team to ring NYSE Opening Bell on Tuesday, October 1

CHANTILLY, VA., September 27, 2024 — Amentum (the “Company”), today announced the completion of its merger with Jacobs Solutions Inc.’s (“Jacobs”) Critical Mission Solutions and Cyber and Intelligence businesses. The combination creates a global leader in advanced engineering and innovative technology solutions, well positioned to address its customers’ most significant and complex challenges. Amentum will begin regular-way trading on the New York Stock Exchange (“NYSE”) on Monday, September 30, under the ticker symbol “AMTM.” The executive team of the Company is also scheduled to ring the Opening Bell at NYSE the following day, Tuesday, October 1.

Headquartered in Chantilly, Virginia, Amentum is a leading global engineering and technology services business serving the U.S. Government and its allied partners. The Company provides full lifecycle, advanced engineering and technology solutions across five key markets: environment, space, intelligence, defense and civilian. Amentum has extensive scale and global reach, supported by a highly skilled and diverse workforce of more than 53,000 people in approximately 80 countries.

“The completion of this transformational combination creates a global leader that advances the future, with the trusted track record of superior performance, outstanding engineering expertise, and leading-edge technologies required to meet our customers’ most significant challenges,” said Amentum CEO John Heller. “After a century of success delivering trusted solutions to our customers, Amentum enters the public markets well-positioned for long-term growth, with a healthy financial profile, strong balance sheet, and robust cash generation. This is a milestone day for our business, and our employees are excited about the future and to continue our success delivering value for all our stakeholders as a public company.”

Amentum is strategically positioned to serve a $320 billion total addressable market and will look to accelerate its growth in high-margin, technology-enabled segments. The Company will execute against an industry-leading $47 billion backlog (as of fiscal year 2023), providing excellent visibility into profitable revenue growth, and expects to generate an estimated $14 billion in revenue in fiscal year 2025.

“With a legacy of over a century, Amentum has built a strong foundation of trust as a longstanding partner of choice to the U.S. Government and its allied partners around the world,” said Steve Demetriou, Executive Chair of Amentum. “We are thrilled to bring together two deeply experienced, skilled and complementary teams with shared cultures of collaboration and innovation to drive growth in a highly attractive industry. I look forward to working with John and the Board to shepherd the next phase of Amentum’s journey.”

The new executive leadership team will be led by John Heller, who will serve as Chief Executive Officer and on the Company’s Board. Dr. Steve Arnette will serve as Chief Operating Officer, Travis Johnson as Chief Financial Officer and Jill Bruning as Chief Technology Officer of Amentum. Steve Demetriou will serve as Executive Chair of the Company’s Board. The Company has also appointed a highly qualified and diverse board of directors, who bring significant public company leadership and government sector experience, as well as extensive operational, financial and capital markets experience.

Upon the closing of the transaction, Jacobs’ shareholders will own 51.0% and Jacobs will own 7.5% of the Company’s common shares. An additional 4.5% of the Company’s common shares (the “contingent consideration”) will be placed in escrow and released in the future depending on the achievement of certain fiscal year 2024 operating profit targets by Jacobs’ Critical Mission Solutions and Cyber & Intelligence government services businesses. To the extent Jacobs becomes entitled to contingent consideration, the first 0.5% of the outstanding and issued shares of Amentum will be released from escrow and delivered to Jacobs. Any further contingent consideration to which Jacobs may become entitled will be distributed on a pro rata basis to Jacobs’ shareholders as of a record date to be determined in the future. Any shares of contingent consideration which Jacobs does not become entitled to receive will be released from escrow and delivered to the former equity holder of Amentum.

Advisors

J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC served as financial advisors and Cravath, Swaine & Moore LLP and Arnold & Porter Kaye Scholer LLP served as legal advisors to Amentum. Centerview Partners LLC and Perella Weinberg Partners LP served as financial advisors and Wachtell, Lipton, Rosen & Katz served as legal advisor to Jacobs.

About Amentum

Amentum is a global leader in advanced engineering and innovative technology solutions, trusted by the United States and its allies to address their most significant and complex challenges in science, security and sustainability. Our people apply undaunted curiosity, relentless ambition and boundless imagination to challenge convention and drive progress. Our commitments are underpinned by the belief that safety, inclusion and well-being are integral to success. Headquartered in Chantilly, Virginia, we have more than 53,000 employees in approximately 80 countries across all 7 continents.

Visit us at amentum.com to learn how we advance the future together.