Global advisory powerhouse created after £1.2bn buyout of remaining stake of strategic management consultancy firm.
Jacobs and PA Consulting, a leading innovation and transformation consultancy, have reached an agreement for Jacobs to acquire the remaining stake in PA Consulting, which is primarily held by PA existing and former employees. Jacobs’ further investment in PA creates a global advisory powerhouse for clients – delivering solutions that enhance capital efficiency, accelerate innovation and drive lasting value.
The total upfront consideration for the remaining stake will be approximately £1.2bn, reflecting a valuation for 100% of the business of approximately £3.05bn, or 13x expected calendar year 2025 adjusted EBITDA2 before synergies and 12.3x including estimated synergies. The transaction also includes £75m in deferred consideration which is expected to be paid in Jacobs’ shares valued on the second anniversary of the transaction closing. The transaction has been unanimously approved by Jacobs’ board of directors and PA’s stakeholder representatives. PA’s stakeholder representatives and members of the key leadership team have given irrevocable undertakings to vote in favour of the transaction.
Jacobs’ chair and CEO Bob Pragada said: “Since our strategic investment in March 2021, our collaboration with PA Consulting has accelerated profitable growth and reinforced Jacobs’ leadership as we redefine the asset lifecycle – embedding us earlier in client journeys and expanding our impact across strategy, transformation and advisory. Jacobs’ deep understanding of infrastructure delivery, capital asset cycles and highly technical programme management complement PA Consulting’s strategic advisory, innovation and transformation capabilities – together enabling us to transform bold ideas into practical, optimised outcomes for our clients.
“This is a key milestone for our business and underscores our disciplined approach for return-focused capital allocation and our priority to drive sustained value creation. Our partnership during the past four-plus years demonstrates we are positioned to enhance Jacobs’ margin profile even further and unlock synergies, including new cross-sell opportunities.”
PA Consulting CEO Christian Norris said: “By fully bringing together the expertise of PA and Jacobs, we can better empower clients to overcome today’s complexities and embrace tomorrow’s opportunities with confidence. We know that, together, we’re making a positive difference to businesses, economies and societies. Investing and extending PA’s valuable brand and positioning in innovation and transformation consulting will enable us to tackle the broadest range of client challenges. Looking ahead, I’m excited to build on what we’ve achieved for clients so far and deliver even greater impact as one global company.”
Strategic and financial rationale for the combination
Jacobs says that the transaction represents the next step in the collaboration between Jacobs and PA Consulting and is expected to bring multiple strategic and financial benefits, including: –
Strengthen end-to-end asset lifecycle: Combined business enhances Jacobs’ ability to deliver full asset lifecycle from front-end strategy and design through build, operations and maintenance, positioning Jacobs as a more comprehensive partner to clients.
Expand presence in high-growth, resilient sectors: Full ownership of PA strengthens Jacobs’ presence in high-growth and historically resilient sectors such as advanced manufacturing, life sciences and critical infrastructure, including energy and transportation. The transaction will also expand participation in advisory and AI/digital projects. Together, Jacobs and PA will accelerate AI business transformation across the enterprise, both internally and externally for clients.
Enhance go-to-market value proposition: Full ownership will enable broader and more integrated collaboration in pursuit of joint bids, accelerating positive momentum in both the volume and win rates for joint business opportunities.
Bring complementary capabilities to clients: PA’s strategic advisory and data analysis capabilities are highly complementary to Jacobs’ project management and technical engineering tool kit and together the combined company will be well-positioned to capture the increasing demand from clients who require a more comprehensive and consultative provider of solutions. The combined capabilities are particularly well-suited for the wave of investment in AI data centres, power generation, regionalised supply chains, advanced pharmaceutical facilities and critical infrastructure resilience.
Streamlined governance and decision-making structure: The combined company will benefit from simpler governance and operations, streamlined decision-making, and realisation of synergies. Integration process will be staged to build on successful collaboration to date, all while maintaining sales momentum.
The transaction is structured with Jacobs acquiring the remaining stake of PA Consulting, which is primarily held by PA existing and former employees, for upfront consideration of approximately £1.216bn, which is inclusive of expected adjustments up through the anticipated closing date. The upfront consideration, net of certain transaction expenses payable by the shareholders, will be paid 80% in cash and 20% in Jacobs’ shares.
