On Monday, WSP Global announced a bid for U.S. power and energy consultant TRC Companies.Sean Vokey/The Canadian Press
Engineering firm WSP Global Inc. WSP-T attracted strong institutional investor support for its proposed US$3.3-billion takeover of U.S. rival TRC Companies, quickly selling $732-million of stock to pay for the transaction in a financing that signalled fund managers will back domestic companies with expansion plans.
On Monday, Montreal-based WSP announced a bid for TRC, one of the largest U.S. power and energy consultants, and disclosed it would pay part of the cost by selling 3.15 million WSP shares to investment banks for $232.80 a share.
Overnight Monday and into Tuesday morning, the banks resold all of the WSP shares to institutions and individual investors.
When trading began on Tuesday, WSP’s stock price jumped 1.6 per cent to close at $245.45 a share, meaning investors that acquired stock in the bought deal have already made a tidy paper profit on the holding.
Large Canadian and U.S. institutional investors stepped up for the WSP stock, according to two banking sources familiar with the transaction. The offering was significantly oversubscribed. The Globe and Mail is not naming the sources because they are not authorized to speak for their employers.
The TRC acquisition is Montreal-based WSP’s third major takeover in the past two years. Institutions were willing to purchase WSP stock because the company has established a track record for successfully integrating large acquisitions, the sources said.
Other domestic companies with a proven ability to buy rivals and seamlessly blend operations, such as convenience store operator Alimentation Couche-Tard Inc., waste disposal platform GFL Environmental Inc. and Calgary’s pipeline operators, would enjoy similar institutional support for takeover-linked equity offerings, the bankers said.
WSP sold the shares to the investment banks at 3.7 per cent below the stock’s closing price of $241.65 on Monday, prior to announcement of the TRC takeover. This sort of discount is typical in bought deals. CIBC Capital Markets, BMO Capital Markets and National Bank Capital Markets led the transaction.
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WSP also sold $118-million of stock to its largest shareholder, the Caisse de dépôt et placement du Québec, for $232.80 a share.
The banks and the Caisse have the option of increasing the size of the stock sale by 15 per cent through what is known as an over-allotment option. The underwriters and Quebec fund manager have not decided whether they will exercise the option, the banking sources said.
Even without exercising the over-allotment option, the deal already represents one of the largest Canadian stock sales of 2025. According to LSEG Data & Analytics, the top five transactions of the year to date are: Keyera Corp.’s $2.1-billion bought deal; Restaurant Brands International Inc.’s $1.7-billion offering; GFL Environmental Inc.’s $1.3-billion sale; Boyd Group Services Inc.’s $1.3-billion deal; and another GFL sale worth $1.1-billion.
Canada’s equity financing market has been slowly but steadily climbing out of its worst rut in a generation. The third quarter of 2024 saw the lowest level of Canadian stock sales for any three-month period since 1998, LSEG data showed.
The third quarter of 2025 saw a total of $3.7-billion worth of Canadian equity issuance, more than doubling the $1.8-billion in combined stock sale proceeds from the third quarter of 2024.
In addition to the stock sale, WSP lined up commitments for up to US$3.3-billion in unsecured term loans to pay for the TRC takeover. Canadian Imperial Bank of Commerce and JP Morgan Chase Bank led the debt financing.
Along with the Caisse, WSP’s largest domestic shareholders include the Canada Pension Plan Investment Board, CI Financial Corp. and the asset management arms of Royal Bank of Canada, Toronto-Dominion Bank and Bank of Nova Scotia. The company’s U.S. backers include Vanguard Group, Inc. and BlackRock, Inc., according to regulatory filings.
The transaction is expected to be completed in the first quarter of 2026.