SNC-Lavalin Group Inc., a provider of engineering and construction services, has agreed to acquire WS Atkins plc, a consultancy company that provides design, engineering and project management services, for a purchase consideration of CAD3,600 million (USD2,681.42 million).
Under the terms of the acquisition, each WS Atkins shareholder will be entitled to receive GBP20.8 (USD26.67) in cash for each WS Atkins share. The acquisition represents an enterprise value of CAD4,200 million (USD3,128.31 million), including the pension deficit. This represents an estimated purchase price multiple of 9.8x for the 12-month adjusted EBITDA post synergies and including pension deficit.
The acquisition will be funded through a combination of equity and debt issuance, and supported by Caisse de depot et placement du Quebec (CDPQ), SNC-Lavalin’s largest shareholder. The funding includes a CAD1,500 million (USD1,117.25 million) loan from CDPQ, an CAD800 million (USD595.87 million) public bought deal offering, a CAD400 million (USD297.93 million) private placement with CDPQ, as well as a GBP300 million (USD384.63 million) term loan, and an approximately GBP350 million (USD448.74 million) draw on its current credit facility.
RBC Capital Markets LLC and Deloitte LLP are acting as financial advisor while Norton Rose Fulbright LLP is acting as legal advisor to SNC-Lavalin for the transaction.
Planned: On April 3, 2017, SNC-Lavalin made a proposal to acquire WS Atkins at a price of GBP2,080 million (USD2,610 million).