Jacobs Solutions to acquire remaining PA stake for £1.2bn

BY Richard Summerfield

Jacobs Solutions has agreed to acquire the remaining stake it did not already own in PA Consulting in a deal worth around £1.216bn upfront plus £75m deferred.

The deal, which values PA - a global consulting firm providing services across diverse sectors such as consumer and manufacturing, defence and security, and energy and utilities - at around £3.05bn, is expected to close by the end of Jacobs’ fiscal 2026 second quarter.

The transaction is structured with Jacobs acquiring the remaining stake of PA Consulting, which is primarily held by PA existing and former employees, for an upfront consideration of approximately £1.216bn, which is inclusive of expected upward adjustments through the anticipated closing date. The upfront consideration, net of certain transaction expenses payable by the shareholders, will be paid 80 percent in cash and 20 percent in Jacobs’ shares.

According to a statement announcing the deal, the transaction also includes a deferred consideration of £75m which is payable in Jacobs’ shares as valued on the two-year anniversary following closing, cash or a combination thereof, at Jacobs’ election. Jacobs intends to fund the cash portion of the upfront consideration through a combination of cash-on-hand and existing and incremental debt facilities.

The total upfront consideration for the remaining stake will be approximately £1.216bn, reflecting a valuation for 100 percent of the business of approximately £3.05bn, or 13 times expected calendar year 2025 adjusted earnings before interest, taxes, depreciation and amortisation (EBITDA) before synergies, and 12.3x including estimated synergies.

The transaction has been unanimously approved by Jacobs’ board of directors and PA’s stakeholder representatives. PA’s stakeholder representatives and members of the company’s key leadership team have given irrevocable undertakings to vote in favour of the transaction.

“Since our strategic investment in March 2021, our collaboration with PA Consulting has accelerated profitable growth and reinforced Jacobs’ leadership as we redefine the asset lifecycle - embedding us earlier in client journeys and expanding our impact across strategy, transformation and advisory,” said Bob Pragada, chair and chief executive of Jacobs. “Jacobs’ deep understanding of infrastructure delivery, capital asset cycles and highly technical program management complement PA Consulting’s strategic advisory, innovation and transformation capabilities – together enabling us to transform bold ideas into practical, optimized outcomes for our clients.

“This is a key milestone for our business and underscores our disciplined approach for return-focused capital allocation and our priority to drive sustained value creation. Our partnership during the past 4+ years demonstrates we are positioned to enhance Jacobs’ margin profile even further and unlock synergies, including new cross-sell opportunities,” he added.

“By fully bringing together the expertise of PA and Jacobs, we can better empower clients to overcome today’s complexities and embrace tomorrow’s opportunities with confidence,” said Christian Norris, chief executive of PA Consulting. “We know that, together, we’re making a positive difference to businesses, economies and societies. Investing and extending PA’s valuable brand and positioning in innovation and transformation consulting will enable us to tackle the broadest range of client challenges. Looking ahead, I’m excited to build on what we’ve achieved for clients so far and deliver even greater impact as one global company.”

News: Jacobs to acquire remaining stake in PA Consulting for $1.6 billion

WSP Global strikes $3.3bn TRC deal

BY Richard Summerfield

WSP Global has agreed to acquire US power and energy firm TRC Companies in a $3.3bn all-cash deal.

The deal is expected to close in the first quarter of 2026, subject to regulatory approvals and customary closing conditions. To help finance the deal, WSP will sell about $850m in shares, including a $118m private placement deal with Quebec public-sector pension fund manager La Caisse, WSP’s largest shareholder.

TRC, which is majority owned by Warburg Pincus managed funds, is an engineering, consulting and advisory company specialising in power and energy, utilities, environmental services and programme management. According to WSP, the deal will position it as the largest engineering and design firm in the US, building on a series of earlier acquisitions, and significantly enhance its power and energy capabilities, while also broadening its expertise across water, infrastructure and environmental services. With the addition of TRC, WSP will have about 27,000 employees in the US, accounting for 34 percent of its US revenue.

“The proposed Acquisition of TRC is a defining moment in the execution of WSP’s 2025-2027 Strategic Plan,” said Alexandre L’Heureux, president and chief executive of WSP. “Building on our track record of excellence and compounding financial performance, this strategic move will cement WSP as the Power & Energy consulting leader in the U.S. and globally. Joining forces will position our business for accelerated organic growth and create an integrated platform with industry-leading capabilities in advisory, engineering, and program management.

“With TRC’s highly complementary expertise in power delivery, transmission, distribution, and advisory services, our combined offering will cover the entire utility and infrastructure value chain. Together, we are poised to deliver more complex projects and offer expanded end-to-end services to help solve our clients’ critical needs, from aging infrastructure to grid modernization and electrification,” he added.

“The joining of our two firms will create significant and exciting opportunities for our people, our clients and the communities in which we live and work,” said Christopher P. Vincze, chairman and chief executive of TRC. “With TRC’s innovative, technology-oriented power business, underscored by an advanced use of digital, we will significantly strengthen WSP’s Power & Energy offering. Additionally, TRC’s globally recognized Environmental & Infrastructure business, which is the seed from which TRC grew, will enhance WSP’s capabilities across Water, Infrastructure and Environment.

“Our combined skill sets will elevate us to better support, over the next decade and beyond, our people and planet as we face unprecedented growth of power needs on the back of ongoing electrification, the re-emergence of domestic manufacturing in the U.S. and the continued growth of infrastructure,” he continued. “We were an early pioneer in the utility sector and continue to be a trusted thought partner, working to create, implement and manage complex strategies and programs to meet the country’s power needs. TRC’s people continue to be passionate about making the world a better place, and this next chapter will allow us to come together with WSP in a very exciting way to further that goal.”

“With this investment, La Caisse once again demonstrates its ongoing commitment to WSP, helping to position the company as a leader in engineering and design in the United States and globally, while accelerating the development of its Energy offering, a sector with strong potential,” said Kim Thomassin, executive vice president and head of Québec at La Caisse. “This transaction is at the core of our strategy to support the international expansion of companies firmly rooted in Québec and to give them the means to achieve sustainable growth.”

The deal comes at a time when US power consumption is surging, fuelled by rising demand from AI-focused data centres and cryptocurrency mining.

News: WSP Global to acquire TRC Companies in $3.3 billion deal

Sembcorp to acquire Alinta Energy for $4.3bn

BY Richard Summerfield

Sembcorp Industries has agreed to acquire Australian electricity generating and gas retailing company Alinta Energy from Chow Tai Fook Enterprises Ltd for an enterprise value of $4.32bn.

Sembcorp, which is backed by Singapore’s state-owned Temasek Holdings Pte, said it will keep Alinta’s existing management team and operational structure. The deal is expected to complete in the first half of 2026, subject to regulatory approval.

Chow Tai Fook Enterprises, the investment arm of Hong Kong billionaire Henry Cheng, purchased Alinta for A$4bn in 2017.

According to Sembcorp, the deal will help the company reach its target of producing 25 gigawatts of renewable energy by 2028. Alinta currently produces 3.4 gigawatts of electricity generated from gas, wind, solar and coal plants across Australia and New Zealand and is developing another 10.4 gigawatts of additional capacity. Sembcorp added that most of its planned S$14bn investment between now and 2028 will go toward renewable energy projects.

“Australia is a well-established and forward-looking energy market, and this acquisition strengthens our presence in a key developed market while providing a scalable platform for Sembcorp to accelerate renewables and low-carbon growth,” said Alex Tan, president and chief executive of Renewables, East at Sembcorp. “By combining Sembcorp’s global renewables expertise and access to capital with Alinta’s strong local workforce and project pipeline, we believe we can contribute meaningfully to Australia’s decarbonisation goals and support long-term employment opportunities in local communities. We remain committed to operating responsibly and sustainably, working closely with government, communities, and Alinta’s experienced management team to deliver a transition that meets national and stakeholder needs.”

 “Sembcorp’s investment in Alinta is a vote of confidence in Australia, our company, our team of professionals, and our future,” said Jeff Dimery, managing director and chief executive of Alinta. “Sembcorp understands that reliability and affordability are the foundation of a successful energy transition. Sembcorp brings the investment capacity and experience to help us deliver both. CTFE’s stewardship has created a foundation and culture for growth. CTFE has given us an opportunity to transform our operations as well as the future of Australia’s energy supply. They have also fostered the winning culture we need to succeed.

“I look forward to working with the Sembcorp team to further grow and accelerate Alinta’s pipeline of renewables and storage opportunities across Australia. As a well capitalised investor with strong operational expertise, Sembcorp will help us scale up responsibly, provide long-term job security for our people, and deliver the projects needed to support Australia’s clean energy future,” he added.

“Our eight-year investment in Alinta has played an important role in providing reliable and affordable energy to Australians,” said Henry Cheng, chairman of Chow Tai Fook Group. “I am immensely proud of what the CTFE and Alinta teams have accomplished on the energy transition journey. I thank the Alinta Board, led by Independent Chairman Robert Nicholson, and the CTFE team that recognised and then realised Alinta’s potential. We are extremely grateful for the partnership, dedication and commitment of the entire Alinta family throughout the years. We are excited for Alinta’s next chapter with Sembcorp and look forward to watching Alinta continue to grow under Sembcorp’s leadership.”

The deal is the latest in a series of disposals by the Cheng family, which has been selling assets to pay off mounting debts accrued by their real estate firm New World Development amid a property downturn in Hong Kong and China.

News: Singapore's Sembcorp powers into Australia with $4.3 billion Alinta Energy takeover

WTW strikes Newfront deal

BY Richard Summerfield

WTW, a leading global advisory, broking and solutions company, has agreed to acquire Newfront, a top-40 US broker combining deep specialty expertise and cutting-edge technology, in a deal worth up to $1.3bn.

The deal will see WTW pay upfront and contingent consideration payments totalling $1.3bn. The upfront portion of $1.05bn is comprised of approximately $900m in cash and $150m in equity to be paid to Newfront employee-shareholders.

The contingent consideration of up to $250m is payable primarily in equity, subject to Newfront’s achievement of specified performance targets. Additionally, up to an incremental $150m payable primarily in equity would become payable if Newfront achieves above-target revenue growth.

The transaction is expected to close during the first quarter of 2026, subject to receipt of certain regulatory approvals and other customary closing conditions.

According to a statement announcing the deal, WTW expects to realise run-rate cost synergies of approximately $35m by the end of 2028, driven primarily by technology-driven efficiencies and overhead optimisation across both Newfront and WTW. WTW expects to incur transaction expenses of $25m and cash integration costs of approximately $100m, including technology integration, systems alignment and employee-related costs, as well as approximately $30m of one-time non-cash expenses.

“We’re delighted to welcome Newfront to the WTW team as we take an important step forward in executing on our strategy through a transaction that will drive value creation for our clients, colleagues and shareholders,” said Carl Hess, chief executive of WTW. “The Newfront team has built a broking business, powered by exceptional technology that offers a smart, fast and efficient client experience and complements our own technology investments. This combination strengthens our presence in the U.S. middle market, accelerates our technology and specialty strategies, and enables the delivery of an integrated, end-to-end technology platform that will drive growth, enhance operational efficiency and better serve our clients.”

“Newfront is excited to join WTW and combine our technology-native approach to insurance broking with WTW’s global presence and established trading, analytics and broking platforms,” said Spike Lipkin, co-founder and chief executive of Newfront. “WTW’s culture and strategic focus on specialization and technology are a strong fit for Newfront, and we will work together to bring an innovative and efficient broking experience to our combined global client base. We will continue to serve our clients with the speed and intelligence they expect and will offer new capabilities enabled by WTW’s comprehensive portfolio of global solutions and products.”

News: WTW to buy brokerage firm Newfront in up to $1.3 billion deal

Netflix to acquire Warner Bros. in £72bn deal

BY Fraser Tennant

In what would be a game-changing deal for Hollywood’s biggest studios, US streaming service Netflix agreed to acquire global media and entertainment company Warner Bros. Discovery’s (WBD’s) TV, film studios and streaming division in a deal valued at $72bn.

Under the terms of the definitive agreement, WBD shareholders will receive $23.25 in cash and $4.501 in shares of Netflix common stock for each share of WBD common stock outstanding at the closing of the transaction. The transaction values Warner Bros. Discovery at $27.75 per share.

The acquisition would bring together two pioneering entertainment businesses, combining Netflix’s innovation, global reach and best in class streaming service with WBD’s century-long legacy of world class storytelling.

Through adding WBD’s extensive film and TV libraries and HBO and HBO Max programming, Netflix members will have even more high-quality titles from which to choose – allowing Netflix to optimise its plans for consumers, enhancing viewing options and expanding access to content.

The deal will also enhance Netflix’s studio capabilities, allowing the company to significantly expand US production capacity and continue to grow investment in original content over the long term, creating jobs and strengthening the entertainment industry.

“Warner Bros. has helped define entertainment for more than a century and continues to do so with phenomenal creative executives and production capabilities,” said Greg Peters, co-chief executive of Netflix. “With our global reach and proven business model, we can introduce a broader audience to the worlds they create – giving our members more options, attracting more fans to our best in class streaming service, strengthening the entire entertainment industry and creating more value for shareholders.”

The transaction was unanimously approved by the boards of directors of both Netflix and WBD.

“This transaction combines two of the greatest storytelling companies in the world to bring to even more people the entertainment they love to watch the most,” said David Zaslav, president and chief executive of WBD. “For more than a century, Warner Bros. has thrilled audiences, captured the world’s attention and shaped our culture. By coming together with Netflix, we will ensure people everywhere will continue to enjoy the world’s most resonant stories for generations to come.”

The transaction is expected to close in 12-18 months, subject to required regulatory approvals, approval of WBD shareholders and other customary closing conditions.

“Our mission has always been to entertain the world,” noted Ted Sarandos, co-chief executive of Netflix. “This acquisition will improve our offering and accelerate our business for decades to come.”

However, on Monday 08 December the Netflix-WBD transaction was thrown into uncertainty as Paramount responded with a $108.4bn hostile bid. It announced an all-cash tender offer to acquire all of the outstanding shares of WBD for $30 per share. Paramount’s proposed transaction is for the entirety of WBD, including the Global Networks segment, and would provide shareholders $18bn more in cash than the Netflix consideration, according to the company.

“WBD shareholders deserve an opportunity to consider our superior all-cash offer for their shares in the entire company,” said David Ellison, chairman and chief executive of Paramount. “Our public offer, which is on the same terms we provided to the Warner Bros. Discovery Board of Directors in private, provides superior value, and a more certain and quicker path to completion. We believe the WBD Board of Directors is pursuing an inferior proposal which exposes shareholders to a mix of cash and stock, an uncertain future trading value of the Global Networks linear cable business and a challenging regulatory approval process. We are taking our offer directly to shareholders to give them the opportunity to act in their own best interests and maximize the value of their shares.”

News: Netflix to buy Warner Bros Discovery’s studios, streaming unit for $72 billion