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
| Mar 6, 2012
BLT Architects promotes two to associate
Architect Nicole Dress and interior designer Jessica Moser acknowledged for excellence.
| Mar 6, 2012
Joliet Junior College achieves LEED Gold
With construction managed by Gilbane Building Company, Joliet Junior College’s Facility Services Building combines high-performance technologies with sustainable materials to meet aggressive energy efficiency goals.
| Mar 5, 2012
Tishman constructing new courthouse in Philadelphia
Construction is underway for the Pennsylvania Department of General Services’ 510,000-sf facility.
| Mar 5, 2012
Perkins Eastman pegs O’Donnell to lead K-12 practice
O’Donnell will continue the leadership and tradition of creative design established by firm Chairman and CEO Bradford Perkins FAIA, MRAIC, AICP in leading this market sector across the firm’s 13 offices domestically and internationally.
| Mar 5, 2012
Moody+Nolan designs sustainable fire station in Cincinnati
Cincinnati fire station achieves LEED Gold certification.
| Mar 5, 2012
Gilbane Building Co. wins top honors at ASA Houston awards ceremony
Gilbane was also named General Contractor of the Year for the seventh time in 11 years and won the inaugural Safety Program of the Year award.
| Mar 5, 2012
Franklin Institute in Philadelphia selects Skanska to construct new pavilion
The building has been designed by SaylorGregg Architects and will apply for LEED Silver certification.
| Mar 2, 2012
By the Numbers
66 skyscrapers to built in China over six years; 1,000 questions in the Modern Architecture game; 21,000 new jobs.
| Mar 1, 2012
Intelligent construction photography, not just pretty pictures
Our expert tells how to organize construction progress photos so you don’t lose track of all the valuable information they contain.
| Mar 1, 2012
AIA: A clear difference, new developments in load-bearing glass
Earn 1.0 AIA/CES learning units by studying this article and successfully completing the online exam.