WSP Global has agreed to acquire TRC Companies, a U.S.-based engineering and consulting firm known for its Power and Energy franchise, in an all-cash deal valued at US$3.3 billion. WSP said the transaction would expand its capabilities across the full infrastructure lifecycle and elevate the combined business into the largest engineering and design firm in the U.S. by revenue, with roughly 27,000 employees nationwide following closing.
TRC, headquartered in Windsor, Connecticut, and majority-owned by funds managed by Warburg Pincus, has about 8,000 employees and more than 5 decades of experience serving utilities and other infrastructure clients. WSP said the addition would strengthen its Power and Energy offering, expand advisory services, program management capacity, and digital solutions, and enhance work across water, infrastructure, and environmental services. The combined U.S. business is expected to derive 34% of net revenues from Power and Energy, and WSP said the acquisition would further shift its global revenue mix toward Canada and the Americas, with about 20% of global net revenues tied to Power and Energy, a sector WSP described as delivering double-digit organic growth.
WSP expects the acquisition to be low- to mid-single-digit percentage accretive to adjusted net earnings per share before synergies, with high-single-digit percentage accretion once cost synergies are fully realized. The company said the purchase price implies 14.5x TRC’s estimated CY2026 adjusted EBITDA on a pre-IFRS 16 basis before synergies, and 12.5x after run-rate synergies, with expected cost synergies exceeding 3% of TRC’s net revenues for the year ended June 30, 2025. WSP also highlighted potential cross-selling opportunities, pointing to its experience integrating POWER Engineers.
To finance the deal, WSP said it has US$3.3 billion of committed acquisition financing arranged by Canadian Imperial Bank of Commerce and JPMorgan Chase Bank, N.A., alongside an equity raise of about $850 million consisting of a $732 million bought deal offering and an approximately $118 million concurrent private placement with Caisse de dépôt et placement du Québec. WSP said the equity proceeds are intended to reduce the amount drawn under the committed acquisition financing at closing, and it may also access debt capital markets depending on conditions, while aiming to preserve its investment-grade rating. Pro forma net debt to adjusted EBITDA is estimated at 2.4x at closing, to return below 2.0x within 12 months.
The closing is expected in the first quarter of 2026, subject to customary conditions including regulatory approvals.
KEY QUOTES:
“The proposed Acquisition of TRC is a defining moment in the execution of WSP’s 2025-2027 Strategic Plan. 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,”
Alexandre L’Heureux, President and Chief Executive Officer, WSP
“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. 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. 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.”
Christopher P. Vincze, Chairman and Chief Executive Officer, TRC
“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. 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.”
Kim Thomassin, Executive Vice President and Head of Québec, La Caisse
