Amentum (AMTM) Announces Launch of Secondary Offering

March 10, 2025 8:29 AM EDT

Amentum Holdings, Inc. (NYSE: AMTM) (“Amentum”) announced today the launch of a secondary underwritten public offering (the “Offering”) of 19,464,174 shares of its common stock (the “Shares”). Amentum is not selling any shares of common stock and will not receive any proceeds from the sale of the Shares in the Offering or from the debt-for-equity exchange (as described below).

In connection with the Offering, a subsidiary of Jacobs Solutions Inc. (NYSE: J) (“Jacobs”) is expected to exchange 19,464,174 shares of Amentum’s common stock for indebtedness of such subsidiary held by an affiliate of BofA Securities, Inc. (the “Selling Shareholder”). Following the debt-for-equity exchange, if consummated, the Selling Shareholder intends to sell the Shares to the underwriters in the Offering. After the completion of the proposed Offering, Jacobs will no longer own any shares of Amentum’s common stock, other than shares Jacobs may receive upon release of 9,732,087 shares of Amentum common stock that remain in escrow, subject to final determination of certain performance milestones in connection with post-closing adjustments to the merger consideration relating to the combination of Jacobs’ Critical Mission Solutions and Cyber & Intelligence businesses with Amentum Parent Holdings LLC.

BofA Securities, J.P. Morgan, Morgan Stanley, BNP Paribas and TD Cowen are acting as joint book-running managers for the Offering.



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