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Jacobs Takes Full Control of PA Consulting in £3.05B Deal

January 5, 2026 · by Fintool Agent

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Jacobs Solutions-0.31% is acquiring full ownership of UK-based PA Consulting for an enterprise value of approximately £3.05 billion ($4.0 billion), completing a strategic journey that began with a 65% stake purchase in March 2021. The deal—which values the innovation and transformation consultancy at 13.0x expected calendar year 2025 adjusted EBITDA—signals Jacobs' deepening bet on high-margin advisory services as it positions itself at the intersection of infrastructure and artificial intelligence.

Jacobs shares rose 2.2% to $135.35 on the news, adding roughly $350 million in market value. The stock has underperformed over the past year, trading 20% below its 52-week high of $168.44.

The Deal Terms

The transaction structure reflects Jacobs' confidence in PA's trajectory while maintaining capital discipline:

ComponentAmountStructure
Upfront Consideration£1.216B ($1.6B)80% cash / 20% Jacobs stock
Deferred Consideration£75MPayable in shares at 2-year anniversary
Total Enterprise Value£3.05B ($4.0B)13.0x EBITDA (12.3x with synergies)
Cost Synergies£12-15MWithin 24 months post-close

The remaining stake being acquired is "primarily held by PA existing and former employees," making this as much a liquidity event for PA partners as a strategic consolidation for Jacobs.

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Why Full Ownership Now?

The 65% stake model served its purpose—Jacobs got exposure to PA's high-margin advisory business, joint wins materialized, and both teams learned to collaborate. But four-plus years in, the partnership's governance structure was creating friction.

"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," said Chair and CEO Bob Pragada.

Strategic Rationale

The strategic rationale boils down to three imperatives:

1. Margin Expansion: Had Jacobs fully owned PA for all of FY25, the company's adjusted EBITDA margin would have been 14.5% instead of the reported 13.9%—a 60 basis point lift that compounds significantly at Jacobs' revenue scale.

2. AI Data Center Wave: PA's strategic advisory capabilities position Jacobs "particularly well-suited for the wave of investment in AI data centers, power generation, regionalized supply chains, advanced pharmaceutical facilities and critical infrastructure resilience."

3. Streamlined Decision-Making: Full ownership eliminates the governance complexity of the joint structure, enabling faster pursuit of joint bids and cross-selling opportunities.

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PA Consulting: The Asset Being Acquired

PA is not a traditional consultancy. Its ~4,000-person team includes "strategists, innovators, designers, consultants, digital experts, scientists, engineers and technologists" across seven sectors. The company has positioned itself at the front end of client decisions—before the bulldozers arrive.

The consulting firm's portfolio spans:

  • Life Sciences: Cell and gene therapy manufacturing, clinical trial virtualization
  • Energy & Utilities: Electric vehicle charging infrastructure, grid modernization
  • Government: UK COVID response, Department of Justice programs, social care reform
  • Consumer: Digital transformation, plastics alternatives via the PulPac partnership
Deal Structure

What makes PA valuable is its ability to "accelerate new growth ideas from concept, through design and development and to commercial success." In Jacobs' parlance, PA embeds the company "earlier in client journeys"—capturing high-margin strategy work before projects move to lower-margin execution.

The Partnership's Track Record

The joint venture has already produced notable wins. On recent earnings calls, Jacobs management highlighted:

  • PG&E (California): Combined Jacobs' program management with PA's strategic consulting for a differentiated solution
  • UK Department for Environment, Food and Rural Affairs: Large-scale strategic advisory program for business transformation
  • Schipol Airport (Netherlands): Boardroom advisory plus digitalization of airside operations
  • UK Ministry of Defence: Lead systems integrator role for counter-IED technology

"More than a year into the partnership, these types of opportunities are growing," said PA CEO Ken Toombs in mid-2022. The joint bid pipeline has only accelerated since.

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A Four-Year Journey

Partnership Timeline

The path to full ownership was methodical:

March 2021: Jacobs acquires 65% of PA Consulting, gaining exposure to digital transformation and strategic advisory. The deal valued PA at similar EBITDA multiples to today's transaction.

2021-2022: PA delivers "extraordinarily strong" performance, with COVID-related UK government work driving upside that "exceeded expectations." PA's US partner count grows 60% as the firm expands stateside.

2022-2024: Joint wins materialize across sectors. Backlog growth hits 25%+ annually. PA's applied technology capabilities—solving unique problems rather than deploying cookie-cutter methodologies—differentiate the firm.

January 2026: With the model proven and governance becoming a constraint, Jacobs moves to 100%.

Financial Impact

Jacobs enters this deal from a position of balance sheet strength:

MetricFY 2025FY 2024FY 2023
Revenue$12.03B $11.50B $10.85B*
EBITDA$1.27B*$1.11B*$913M*
EBITDA Margin10.5%*9.6%*8.4%*
Total Debt$2.71B $2.75B $3.47B*
Cash$1.24B $1.14B $771M*

*Values retrieved from S&P Global

The company will fund the cash portion (~$1.3B) through "a combination of cash-on-hand and existing and incremental debt facilities." Pro forma leverage should remain manageable given Jacobs' $1.2B cash position and roughly $2.7B in total debt heading into the deal.

Management expects the transaction to be "accretive to adjusted EPS in the first 12 months after closing."

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Path to Close

The transaction requires approval from:

  • UK High Court (Scheme of Arrangement)
  • UK Secretary of State (National Security and Investment Act)
  • Danish Business Authority (Investment Screening Act)
  • PA shareholders (75% majority)

Jacobs expects closing by the end of fiscal Q2 2026. The Implementation Deed includes a May 29, 2026 longstop date, beyond which either party can terminate.

What To Watch

Near-term: PA's pipeline momentum heading into the integration. Management will likely provide a joint business update on the Q1 FY2026 earnings call (expected February).

Medium-term: Cross-selling execution. The combined entity's ability to convert "joint bid" potential into actual wins will determine whether the deal thesis plays out.

Longer-term: Whether the AI data center wave materializes as a meaningful revenue driver. Jacobs is betting that clients building out AI infrastructure will want both PA's strategic consulting and Jacobs' engineering and program management.

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