Acuren and NV5 announce $1.7 billion merger deal

TOMBALL, Texas & HOLLYWOOD, Fla. - Acuren Corporation (NYSE American: TIC) and NV5 Global, Inc. (Nasdaq: NVEE) have unveiled plans for a definitive merger agreement, creating a global leader in the Testing, Inspection, Certification and Compliance (TICC) and Engineering Services sector with over $2 billion in combined revenue.

The transaction is set to provide a 32% premium to NV5 stockholders, who will receive $23.00 per share, split into $10.00 in cash and $13.00 in Acuren common stock, subject to adjustments. The total purchase price for NV5 is valued at approximately $1.7 billion, equating to roughly 10.3x the 2025 expected consensus adjusted EBITDA. InvestingPro analysis shows Acuren currently trades at an EV/EBITDA multiple of 22.48x, with a healthy current ratio of 3.71, indicating strong liquidity position.

Upon completion, Acuren shareholders will approximately own 60% of the merged entity, with NV5 shareholders owning about 40%, though this may be adjusted based on Acuren’s share price at closing. The merger is projected to be immediately beneficial to Acuren stockholders and is anticipated to generate around $20 million in cost synergies in the near term.

The combined adjusted EBITDA for 2024, post synergies, is estimated at $350 million, signaling a potential for future organic growth and acquisitions to further strengthen the company. InvestingPro subscribers have access to additional insights, including 7 more ProTips and detailed financial metrics that can help evaluate the merger’s potential impact. Based on InvestingPro’s Fair Value analysis, Acuren appears slightly overvalued at current levels.

The leadership of both companies has expressed strong support for the merger. Dickerson Wright, NV5’s Executive Chairman and Founder, and Ben Heraud, NV5’s CEO, are set to join Acuren’s Board along with another mutually agreed independent director.

The cash portion of the deal will be funded through a fully committed $850 million term-loan facility and cash on hand. NV5’s existing bank debt will be repaid as part of the transaction’s closing.

This merger awaits approval from the stockholders of both companies and is subject to regulatory approvals and customary closing conditions. A 60-day "go-shop" period has been provided for NV5. The deal is expected to close in the second half of 2025.

Jefferies LLC is acting as the exclusive financial advisor and financier for Acuren, while Roth Capital Partners is advising NV5. Legal counsel is provided by Greenberg Traurig P.A. for Acuren and Loeb & Loeb LLP for NV5.

The companies will discuss the merger further in a conference call, which will also cover Acuren’s first quarter 2025 results.

This news is based on a press release statement.

In other recent news, UBS initiated coverage on Acuren Corp. with a Neutral rating and set a price target of $13. Analyst Joshua Chan from UBS provided insights into the company’s market positioning and growth prospects. Chan noted Acuren’s aim for stable growth within historically fluctuating markets, projecting a mid-single-digit organic growth of 5% for both 2023 and 2024. However, he emphasized that achieving this growth would require Acuren to outperform its market segment, needing more evidence of its performance as a public entity. Acuren’s current return on invested capital (ROIC) is approximately 8%, which is lower than the 16% average across UBS’s coverage. Despite this, Chan sees potential for Acuren to improve its ROIC in the future. The company’s stock is trading at about 10 times the next twelve months’ EBITDA, aligning with industry counterparts. UBS estimates Acuren’s next twelve months plus one (NTM+1) EBITDA to be close to $217 million. Chan believes the risk/reward profile of Acuren’s shares is balanced, indicating the stock price fairly reflects its prospects and challenges.

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