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
| Dec 17, 2010
Gemstone-inspired design earns India’s first LEED Gold for a hotel
The Park Hotel Hyderabad in Hyderabad, India, was designed by Skidmore, Owings & Merrill to combine inspirations from the region’s jewelry-making traditions with sustainable elements.
| Dec 17, 2010
Condominium and retail building offers luxury and elegance
The 58-story Austonian in Austin, Texas, is the tallest residential building in the western U.S. Benchmark Development, along with Ziegler Cooper Architects and Balfour Beatty (GC), created the 850,000-sf tower with 178 residences, retail space, a 6,000-sf fitness center, and a 10th-floor outdoor area with a 75-foot saltwater lap pool and spa, private cabanas, outdoor kitchens, and pet exercise and grooming areas.
| Dec 17, 2010
Sam Houston State arts programs expand into new performance center
Theater, music, and dance programs at Sam Houston State University have a new venue in the 101,945-sf, $38.5 million James and Nancy Gaertner Performing Arts Center. WHR Architects, Houston, designed the new center to connect two existing buildings at the Huntsville, Texas, campus.
| Dec 17, 2010
Alaskan village school gets a new home
Ayagina’ar Elitnaurvik, a new K-12 school serving the Lower Kuskikwim School District, is now open in Kongiganak, a remote Alaskan village of less than 400 residents. The 34,000-sf, 12-classroom facility replaces one that was threatened by river erosion.
| Dec 17, 2010
Luxury condos built for privacy
A new luxury condominium tower in Los Angeles, The Carlyle has 24 floors with 78 units. Each of the four units on each floor has a private elevator foyer. The top three floors house six 5,000-sf penthouses that offer residents both indoor and outdoor living space. KMD Architects designed the 310,000-sf structure, and Elad Properties was project developer.
| Dec 17, 2010
Subway entrance designed to exude Hollywood charm
The Hollywood/Vine Metro portal and public plaza in Los Angeles provides an entrance to the Red Line subway and the W Hollywood Hotel. Local architect Rios Clementi Hale Studio designed the portal and plaza to flow with the landmark theaters and plazas that surround it.
| Dec 17, 2010
New engineering building goes for net-zero energy
A new $90 million, 250,000-sf classroom and laboratory facility with a 450-seat auditorium for the College of Electrical and Computer Engineering at the University of Illinois at Urbana/Champaign is aiming for LEED Platinum.
| Dec 17, 2010
Vietnam business center will combine office and residential space
The 300,000-sm VietinBank Business Center in Hanoi, Vietnam, designed by Foster + Partners, will have two commercial towers: the first, a 68-story, 362-meter office tower for the international headquarters of VietinBank; the second, a five-star hotel, spa, and serviced apartments. A seven-story podium with conference facilities, retail space, restaurants, and rooftop garden will connect the two towers. Eco-friendly features include using recycled heat from the center’s power plant to provide hot water, and installing water features and plants to improve indoor air quality. Turner Construction Co. is the general contractor.
| Dec 17, 2010
Toronto church converted for condos and shopping
Reserve Properties is transforming a 20th-century church into Bellefair Kew Beach Residences, a residential/retail complex in The Beach neighborhood of Toronto. Local architecture firm RAWdesign adapted the late Gothic-style church into a five-story condominium with 23 one- and two-bedroom units, including two-story penthouse suites. Six three-story townhouses also will be incorporated. The project will afford residents views of nearby Kew Gardens and Lake Ontario. One façade of the church was updated for retail shops.
| Dec 17, 2010
ARRA-funded Navy hospital aims for LEED Gold
The team of Clark/McCarthy, HKS Architects, and Wingler & Sharp are collaborating on the design of a new naval hospital at Camp Pendleton in Southern California. The $451 million project is the largest so far awarded by the U.S. Navy under the American Recovery and Reinvestment Act. The 500,000-sf, 67-bed hospital, to be located on a 70-acre site, will include facilities for emergency and primary care, specialty care clinics, surgery, and intensive care. The Building Team is targeting LEED Gold.