LONDON, UK: Tetra Tech will acquire the entire issued and to be issued share capital of RPS Group plc at the rate of 222 pence in cash for each RPS share. The acquisition values the entire issued and to be issued share capital of RPS at approximately £636 million.
The boards of Tetra Tech Inc., Tetra Tech UK Holdings Limited and RPS Group plc have reached agreement on the terms of a recommended cash acquisition, a statement noted.
The combined Tetra Tech and RPS Group will represent a premier international consulting, engineering and program management firm, and will leave RPS well-positioned to provide a strong platform to drive long-term growth within the broader Enlarged Group.
The acquisition is expected to be mid to high teen percent accretive to Tetra Tech’s adjusted earnings per share (EPS) after realising the full benefit from an estimated £21 million in cost synergies and integration into Tetra Tech.
The cost to realise these synergies is estimated to be approximately £16 million and would be substantially incurred in first 12 months after Completion. Adjusted EPS excludes one-time transaction related costs and intangible amortisation.
Tetra Tech, Inc. is a premier global consulting and engineering firm which provides high-end services for projects worldwide. With 21,000 associates working together in over 100 countries, Tetra Tech, Inc. provides clear solutions to complex problems in water, environment, sustainable infrastructure, renewable energy, and international development.
Tetra Tech, Inc. is Leading with Science to provide sustainable and resilient solutions for its clients, having been ranked by Engineering News-Record in 2022 as the number one consultancy in both water and environmental management.
Founded in 1970 and built on a legacy of environmental and social engagement, RPS Group is a diversified and well-recognised global professional services firm of approximately 5,000 talented employees including consultants, designers, planners, engineers, and technical specialists. As an established, technology enabled consultancy that operates across a range of sectors, RPS provides specialist services to government and private sector customers with a focus on front-end consulting.
Commenting on the acquisition, Ken Lever, Chairman of RPS, said: “The Board of RPS is pleased to recommend Tetra Tech’s offer, which provides our shareholders with even greater value for their shares. Our combination with Tetra Tech will provide attractive opportunities and long-term benefits to our people and global clients.”
Furthermore, John Douglas, Chief Executive of RPS explained: “Joining Tetra Tech represents a highly attractive combination of two leading companies in the industry for our clients and provides an ideal opportunity for our people to realise RPS’ goals to meaningfully contribute to the world’s most challenging problems in energy transformation and water management around the world. I am very excited about the future of our combined company and the benefits for our people and clients. By joining together, Tetra Tech provides RPS and its employees with a strong and culturally aligned platform that creates a pre-eminent consulting and engineering firm addressing climate change and all its effects.”
Commenting on the acquisition, Dan Batrack, Tetra Tech, Inc. Chairman and CEO, said: “The RPS Group advances our long-term strategy to enhance our position as the premier global high-end consultancy in water, environment, sustainable infrastructure and energy transformation. We welcome the RPS Group’s associates to join us and collectively leverage our long-term client relationships and project experience. As a global consultancy with a commitment to high-end solutions, we can offer our expanded team of associates even greater professional opportunities.”