WNG Washington Grp Int#

BOISE, Idaho, Nov. 15 /PRNewswire-FirstCall/ -- Washington Group International (NYSE:WNG) announces that, at a special meeting of stockholders held earlier today, its stockholders adopted and approved Washington Group's amended merger agreement with URS Corporation (NYSE:URS), providing for the acquisition of Washington Group by URS. The merger is expected to close later today. Under the terms of the amended merger agreement, Washington Group stockholders can elect to receive cash, stock, or cash and stock for their shares (subject to proration), with a consideration value of 0.90 shares of URS common stock plus $43.80 in cash for each Washington Group share. Election forms were previously distributed to Washington Group stockholders and must be received by the exchange agent no later than 5 p.m. Eastern Time on the day that is three business days after the date the merger is declared effective. If the merger is declared effective today as currently anticipated, the election forms will be due at 5 p.m. Eastern Time on Tuesday, November 20, 2007. The consideration to be paid to stockholders that elect to receive all cash or all stock, and any prorationing, will be determined based on the volume-weighted average price of URS common stock during the five trading days ending on November 14, 2007, the day before Washington Group's stockholder vote. The volume-weighted average price of URS common stock during this five-trading day period was $57.0184. Washington Group International (NYSE:WNG) provides the talent, innovation, and proven performance to deliver integrated engineering, construction, and management solutions for businesses and governments worldwide. Headquartered in Boise, Idaho, with approximately $4 billion in annual revenue, the company has approximately 25,000 people at work around the world providing solutions in power, environmental management, defense, oil and gas processing, mining, industrial facilities, transportation, and water resources. For more information, visit http://www.wgint.com/. Forward-Looking Statements This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, which are identified by the use of forward-looking terminology such as may, will, could, should, expect, anticipate, intend, plan, estimate, or continue or the negative thereof or other variations thereof. Each forward-looking statement, including, without limitation, any financial guidance, speaks only as of the date on which it is made, and Washington Group undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which it is made or to reflect the occurrence of anticipated or unanticipated events or circumstances. The forward-looking statements are necessarily based on assumptions and estimates of management and are inherently subject to various risks and uncertainties. Actual results may vary materially as a result of changes or developments in social, economic, business, market, legal, and regulatory circumstances or conditions, both domestically and globally, as well as due to actions by customers, clients, suppliers, business partners, or government bodies. Performance is subject to numerous factors, including demand for new power generation and for modification of existing power facilities, public sector funding, demand for extractive resources, capital spending plans of customers, and spending levels and priorities of the U.S. federal and state and other governments. Results may also vary as a result of difficulties or delays experienced in the execution of contracts or implementation of strategic initiatives. Results may also be impacted by costs relating to the proposed merger transaction with URS Corporation and the timing of such merger transaction if it is approved by both companies' stockholders. For additional risks and uncertainties impacting the forward-looking statements contained in this news release, please see "Note Regarding Forward-Looking Information" and "Item 1A. Risk Factors" in Washington Group's annual report on Form 10-K for fiscal year 2006. CONTACTS: Media: Laurie Spiegelberg, Vice President of Corporate Communications, Washington Group International, 208-386-5255 Or Kekst and Company, Adam Weiner, 212-521-4800 Investors: George Juetten, Executive Vice President and Chief Financial Officer, Washington Group International, 208-386-5698 Or MacKenzie Partners, Inc., Dan Burch or Larry Dennedy, 212-929-5239 DATASOURCE: Washington Group International CONTACT: media, Laurie Spiegelberg, Vice President of Corporate Communications of Washington Group International, +1-208-386-5255; or Adam Weiner of Kekst and Company, +1-212-521-4800, for Washington Group International; or investors, George Juetten, Executive Vice President and Chief Financial Officer of Washington Group International, +1-208-386-5698; or Dan Burch or Larry Dennedy, both of MacKenzie Partners, Inc., +1-212-929-5239, for Washington Group International Web site: http://www.wgint.com/

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