Jacobs Engineering Group has entered into a definitive agreement to acquire the outstanding shares of CH2M Hill Companies, an Englewood, Colo.-based consulting and program management firm that is a leader in infrastructure, environmental, and government sectors.
Dallas-based Jacobs will finance this deal, valued at $3.27 billion (including assumption of $416 million of CH2M debt), with 60% cash and 40% stock. The firm has secured financing, including a $1.2 billion three-year term loan.
The acquisition is expected to close by the first quarter of 2018. It is subject to approval by CH2M’s shareholders that would own 15% of Jacobs’ stock upon consummation.
Jacobs is already a major player in the oil and chemicals sectors as a consultant, engineer, and project manager. Its other specialties include construction, aerospace, and defense.
In CH2M, Jacobs is acquiring a 71-year-old firm that is a leader in such areas as water infrastructure, transportation, industrial manufacturing, and environmental services.
CH2M, with more than 20,000 associates, is employee owned. It generates about $4.4 billion in annual revenue, with 73% of its business coming from consulting and program management. More than 70% of its clientele is local, state, or federal governments. Its adjusted cash flow, as of June 2017, was $323 million.
The combined company’s $15.1 billion in revenue could challenge AECOM as the world’s largest engineering firm, at a time when the Trump Administration has proposed, in general terms, an infrastructure construction and repair program in the U.S. that would include $1 trillion in public and private funding over a decade.
The combined company would be more heavily weighted toward building and infrastructure than Jacobs is currently. And the combination would surpass AECOM in global design revenue ($10 billion vs. $7.4 billion).
Buildings & Infratstructure would be a bigger part of Jacobs' portfolio if its merger with CH2M goes through. Image: Jacobs
“This is a major milestone for Jacobs and the industry,” proclaimed Steve Demetriou, Jacobs’ Chairman and CEO, during a webcast to provide analysts with details about the agreement. Demetriou was joined by Bob Pragada, President of Jacobs’ Buildings and Infrastructure & Industrial business unit; and Kevin Berryman, the firm’s EVP and CFO.
None of CH2M’s corporate officials participated in the webcast, and it’s not clear who from CH2M’s C-Suite would be staying on, or whether Jacobs intended to use CH2M’s brand for marketing purposes.
Demetriou did say, though, that one of Jacobs’ top priorities is “retaining talent,” and that the combination would create “career development opportunities” for the combined company’s employees. He also stated that it was not Jacobs’ intention to simply fold CH2M into its operations, but to take advantage of each company’s strengths to become “a premier end-to-end global solutions provider.”
Jacobs has formed an Integration Management Office, led by Gary Mandel and Lisa Glatch, EVPs with Jacobs and CH2M, respectively. The firm has also hired an outside consultant (which it did not identify during the webcast) to assist the merger. Demetriou will chair an executive steering committee set up to ensure a smooth transition and integration.
Another priority is to deliver cost and cost synergies. Jacobs executives made the point several times that there is minimal overlap in Jacobs’ and CH2M’s clientele and markets, and that both companies have pursued relatively low-risk business strategies that focus on profitability and margins. Pragada pointed specifically to Buildings, Infrastructure, Aerospace, and Technology as “higher margin” sectors that the combined company would pursue.
However, there will be streamlining if this deal goes through. Berryman said Jacobs projects this combination to produce $150 million in annual cost savings by its second full year. Berryman said “at least” 50 of the two firms’ locations worldwide present “combination opportunities.”
During the webcast, some analysts expressed skepticism about this merger, based on past AEC deals that didn't pan out as advertised, and on the fact that this deal makes Jacobs more design oriented.
Executives at Jacobs—which during its history has acquired more than 70 companies—countered that this deal has undergone extensive due diligence of all of CH2M’s projects. More to the point, they said the acquisition is a good fit for Jacobs’ broader three-year strategic growth initiative that began last year.
Demetriou assured analysts that his company has “the accountable leadership in place” to execute the CH2M deal, and to “create a new industry leader and stronger partner.”
Related Stories
Fire-Rated Products | Feb 3, 2015
AIA course: Fire and life safety in large buildings
Earn 1.0 AIA/CES learning units by studying this article and successfully completing the online exam.
Multifamily Housing | Feb 2, 2015
D.C. developer sees apartment project as catalyst for modeling neighborhood after N.Y.'s popular High Line district
It’s no accident that the word “Highline” is in this project’s name. The goal is for the building to be a kind of gateway into the larger redevelopment of the surrounding neighborhood to resemble New York’s City’s trendy downtown Meatpacking District, through which runs a portion the High Line elevated park.
Healthcare Facilities | Feb 1, 2015
7 new factors shaping hospital emergency departments
A new generation of highly efficient emergency care facilities is upping the ante on patient care and convenience while helping to reposition hospital systems within their local markets.
Multifamily Housing | Jan 31, 2015
5 intriguing trends to track in the multifamily housing game
Demand for rental apartments and condos hasn’t been this strong in years, and our experts think the multifamily sector still has legs. But you have to know what developers, tenants, and buyers are looking for to have any hope of succeeding in this fast-changing market sector.
Multifamily Housing | Jan 31, 2015
20% down?!! Survey exposes how thin renters’ wallets are
A survey of more than 25,000 adults found the renters to be more burdened by debt than homeowners and severely short of emergency savings.
Multifamily Housing | Jan 31, 2015
Production builders are still shying away from rental housing
Toll Brothers, Lennar, and Trumark are among a small group of production builders to engage in construction for rental customers.
Energy Efficiency | Jan 28, 2015
An urban wind and solar energy system that may actually work
The system was designed to take advantage of a building's air flow and generate energy even if its in the middle of a city.
Multifamily Housing | Jan 27, 2015
Multifamily construction, focused on rentals, expected to slow in the coming years
New-home purchases, which recovered strongly in 2014, indicate that homeownership might finally be making a comeback.
Office Buildings | Jan 27, 2015
London plans to build Foggo Associates' 'can of ham' building
The much delayed high-rise development at London’s 60-70 St. Mary Axe resembles a can of ham, and the project's architects are embracing the playful sobriquet.
Multifamily Housing | Jan 22, 2015
Sales of apartment buildings hit record high in 2014
Investors bet big time on demand for rental properties over homeownership in 2014, when sales of apartment buildings hit a record $110.1 billion, or nearly 15% higher than the previous year.