Private equity firm Warburg Pincus has agreed to sell US-based TRC Companies to Canadian engineering and professional services group WSP Global in a cash deal valued at $3.3bn, marking a significant exit for the sponsor according to a report by Bloomberg.
The deal also further accelerates WSP’s expansion in North America.
Under the terms of the transaction, WSP will acquire Windsor, Connecticut-headquartered TRC, an engineering and consulting firm that provides services to electrical utilities, energy companies and public-sector clients. The deal is expected to position WSP as the largest engineering and design firm in the US, building on a long-running acquisition strategy that has transformed the group into a global engineering platform.
To finance the transaction, WSP plans to raise approximately CAD850m through an equity offering, including a CAD118m investment from its largest shareholder, Caisse de dépôt et placement du Québec (CDPQ). Following the capital raise, CDPQ is expected to own around 14 per cent of the company. The remainder of the acquisition will be funded through debt, with financing commitments provided by Canadian Imperial Bank of Commerce and JPMorgan.
TRC generated $1.5bn in revenue and $192m in adjusted EBITDA for the year ended 30 June, according to WSP. The acquirer said the transaction would be accretive to adjusted earnings per share before any cost synergies are realised.
For Warburg Pincus, the sale represents the culmination of a growth-focused investment in TRC. The private equity firm acquired the business from New Mountain Capital in a transaction announced in October 2021, when TRC employed just under 6,000 people. Since then, the company has expanded to around 8,000 employees, reflecting both organic growth and increased demand for infrastructure, energy transition and utility-related services.
WSP has pursued an aggressive M&A strategy in recent years, evolving from a mid-sized Canadian engineering firm into a global group with more than 200 offices across the US and operations spanning Europe, the Middle East and Asia. Management has consistently framed acquisitions as a response to client demand for broader and more integrated technical expertise rather than expansion for its own sake.
