MONTREAL — WSP Global Inc. (TSX: WSP) ("WSP" or the "Corporation") is pleased to announce that it has completed its previously announced acquisition of the Environment & Infrastructure business ("E&I") of John Wood Group plc ("Wood"), through a sale and purchase agreement (the "Acquisition"). E&I provides engineering, remediation consulting, environmental permitting, inspection, monitoring, and environmental management services to government, industrial, infrastructure, oil and gas, power, water, and mining clients. E&I’s 6,000 professionals are based in some 100 offices in over 10 countries, mainly in the US, Canada, and the UK, with a secondary presence in Latin America and Europe.
“We are pleased to welcome E&I’s 6,000 professionals into the WSP family and are excited to create a strong market leader from two respected organizations with bold ambitions. Joining forces will allow us to offer our clients expanded world-class multidisciplinary services while bringing new solutions and enhanced value. This transaction will also enable us to further seize opportunities in the fast-growing environmental and water sectors,” said Alexandre L’Heureux, WSP’s President and Chief Executive Officer.
“Aligned with our Global Strategic Action Plan, this acquisition, along with our other recently announced transactions, will contribute to the achievement of our strategic ambitions while expanding our geographical range and adding expertise in key sectors. This will create even greater momentum as we future-proof our cities and our environment,” he added.
“We are excited to join a world-leading consulting firm, where our combined expertise will add value for our clients through strengthened service capability, global reach and deep portfolio of technical experts. Together with WSP, we will be a unique advisor and provider for clients across all sectors and services, and the aspirations of our people for a more sustainable future have room to grow. We are now an industry leader at a time when environmental and infrastructure needs are a global priority,” said Joe Sczurko, Executive President of E&I Consulting.
The aggregate cash consideration payable in connection with the Acquisition is approximately US$1.801 billion (approximately C$2.40 billion), subject to adjustments. The Acquisition and other related transaction costs were financed using a US$1.801 billion term credit facility with various tenors of up to five years in length.
As one of the world's leading professional services firms, WSP exists to future-proof our cities and our environment. We provide strategic advisory, engineering, and design services to clients in the transportation, infrastructure, environment, building, power, energy, water, mining and resource sectors. Our 63,000 trusted professionals are united by the common purpose of creating positive, long-lasting impacts on the communities we serve through a culture of innovation, integrity and inclusion. Sustainability and science permeate our work. WSP derived about half of its $10.3B (CAD) 2021 revenues from clean sources. The Corporation's shares are listed on the Toronto Stock Exchange (TSX: WSP). To find out more, please visit www.wsp.com.
This press release contains information or statements that are or may be “forward-looking statements” within the meaning of applicable Canadian securities laws. When used in this press release, the words “may”, “will”, “should”, “expect”, “plan”, “anticipate”, “believe”, “estimate”, “predict”, “forecast”, “project”, “intend”, “target”, “potential”, “continue” or the negative of these terms or terminology of a similar nature as they relate to the Corporation, an affiliate of the Corporation or the combined firm following the Acquisition, are intended to identify forward-looking statements. Forward-looking statements in this press release include, without limitation, those information and statements related to the Acquisition, the new term credit facility, the expected benefits of the Acquisition, and the Corporation's future growth, results of operations, performance business, prospects and opportunities, the expected synergies to be realized and certain expected financial ratios. Although the Corporation believes that the expectations and assumptions on which such forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements since no assurance can be given that they will prove to be correct. These statements are subject to certain risks and uncertainties and may be based on assumptions that could cause actual results to differ materially from those anticipated or implied in the forward-looking statements, including risks and uncertainties relating to the following: the possible failure to realize anticipated benefits of the Acquisition, the integration of the E&I business, the loss of certain key personnel of E&I, the possible failure to achieve the anticipated synergies, increased indebtedness, transitional risk, potential undisclosed costs or liabilities associated with the Acquisition, the reliance on information provided by E&I, change of control and other similar provisions and fees, the nature of acquisitions, the fact that the combined firm will continue to face the same risks that the Corporation currently faces, potential litigation and other factors discussed or referred to in the “Risk Factors” section of WSP's Management’s Discussion and Analysis for the year ended December 31, 2021, and WSP's Management’s Discussion and Analysis for the six-month period ended July 2, 2022 (together, the “MD&As”), which are available under WSP’s profile on SEDAR at www.sedar.com. The foregoing list is not exhaustive and other unknown or unpredictable factors could also have a material adverse effect on the performance or results of WSP or E&I. WSP's forward-looking statements are expressly qualified in their entirety by this cautionary statement. For additional information on this cautionary note regarding forward-looking statements as well as a description of the relevant assumptions and risk factors likely to affect WSP's actual or projected results, reference is made to the MD&As, which are available on SEDAR at www.sedar.com. The forward-looking statements contained in this press release are made as of the date hereof and except as required under applicable securities laws, WSP does not undertake to update or revise these forward-looking statements, whether written or verbal, that may be made from time to time by itself or on its behalf, whether as a result of new information, future events or otherwise. The forward-looking statements contained in this press release are expressly qualified by these cautionary statements.
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