0000777491-17-000036.txt : 20171218 0000777491-17-000036.hdr.sgml : 20171218 20171218114133 ACCESSION NUMBER: 0000777491-17-000036 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20171215 FILED AS OF DATE: 20171218 DATE AS OF CHANGE: 20171218 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Glatch Lisa CENTRAL INDEX KEY: 0001339795 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-27261 FILM NUMBER: 171260763 MAIL ADDRESS: STREET 1: ONE ENTERPRISE DRIVE CITY: ALISO VIEJO STATE: CA ZIP: 92656 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CH2M HILL COMPANIES LTD CENTRAL INDEX KEY: 0000777491 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ENGINEERING SERVICES [8711] IRS NUMBER: 930549963 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 9191 S.JAMAICA STREET CITY: ENGLEWOOD STATE: CO ZIP: 80112 BUSINESS PHONE: 3037710900 MAIL ADDRESS: STREET 1: 9191 S. JAMAICA STREET CITY: ENGLEWOOD STATE: CO ZIP: 80112 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2017-12-15 1 0000777491 CH2M HILL COMPANIES LTD NONE 0001339795 Glatch Lisa 9191 SOUTH JAMAICA STREET ENGLEWOOD CO 80112 1 1 0 0 Executive Vice President Common Stock 2017-12-15 4 D 0 12322.451 D 0 D Common Stock 2017-12-15 4 D 0 630.185 D 0 I By 401(k) plan Stock Option (Right to Buy) 64.83 2017-12-15 4 D 0 9761 D Common Stock 9761 0 D Stock Option (Right to Buy) 64.83 2017-12-15 4 D 0 4000 D Common Stock 4000 0 D Stock Option (Right to Buy) 47.86 2017-12-15 4 D 0 13222 D Common Stock 13222 0 D Stock Option (Right to Buy) 62.89 2017-12-15 4 D 0 10398 D Common Stock 10398 0 D Includes 8,398.451 shares of common stock, par value $0.01per share, of CH2M ("CH2M Common Stock") and 3,924 shares of Restricted Stock Units ("RSU") disposed of pursuant to the Agreement and Plan of Merger, dated as of August 1, 2017 (the "Merger Agreement"), by and among Jacobs Engineering Group Inc. ("Jacobs"), Basketball Merger Sub Inc. ("Merger Sub") and CH2M HILL Companies, Ltd. ("CH2M"), pursuant to which Merger Sub will merge with and into CH2M (the "Merger") with CH2M surviving the Merger as a wholly-owned direct subsidiary of Jacobs. On December 15, at the effective time of the Merger, each share of CH2M Common Stock was converted into the right to receive, at the election of the holder of such share and subject to proration and adjustment procedures, either (i) mixed consideration consisting of $52.85 in cash, without interest, and 0.6677 shares of common stock, par value $1.00 per share, of Jacobs ("Jacobs Common Stock"), (ii) cash consideration consisting of $88.08 in cash, without interest or (iii) stock consideration consisting of 1.6693 shares of Jacobs Common Stock (the "Merger Consideration"). Holders of CH2M Common Stock who did not make a timely election instruction received the mixed consideration described in clause (i) above. Participants in the 401(k) Plan who did not submit a timely election instruction received the form of Merger Consideration determined by the independent fiduciary of the 401(k) Plan. Includes 630.185 shares of CH2M Common Stock held in the CH2M 401(k) plan disposed of pursuant to the Merger Agreement. Immediately prior to the effective time of the Merger, each option to purchase CH2M Common Stock was accelerated with respect to one hundred percent (100%) of the shares of CH2M Common Stock underlying and cancelled in exchange for a cash payment calculated in accordance to the Merger Agreement. Carrie Etherton - Attorney-in-Fact for Lisa Glatch 2017-12-18