Further to its press release dated September 26, 2022, WSP Global Inc. (“WSP” or the “Corporation”) announces today that it will not be revising its offer for the share capital of RPS Group plc ("RPS") which was announced on August 8, 2022 (the “RPS Acquisition”).

WSP continues to value a disciplined approach to acquisitions to maximize shareholder value. With a strong balance sheet, WSP remains confident in its ongoing ability to capture future opportunities and deliver on its strategic ambitions.

As a result of the foregoing, WSP currently expects the RPS Acquisition, and its related financing, to lapse in accordance with its terms on October 18, 2022, and WSP is therefore withdrawing its previously disclosed statements relating to, or assuming the completion of, the RPS Acquisition (including adjusted net earnings accretion for 2024, pro forma net revenues and pro forma net debt to adjusted EBITDA ratio).

ABOUT WSPAs one of the world’s leading professional services firms, WSP exists to future-proof our cities and environment. We provide strategic advisory, engineering, and design services to clients in the transportation, infrastructure, environment, building, power, energy, water, mining, and resources sectors. Our 65,000 trusted professionals are united by the common purpose of creating positive, long-lasting impacts on the communities we serve through a culture of innovation, integrity, and inclusion. Sustainability and science permeate our work. WSP derived about half of its $10.3B (CAD) 2021 revenues from clean sources. The Corporation’s shares are listed on the Toronto Stock Exchange (TSX: WSP). To find out more, please visit www.wsp.com.

FORWARD-LOOKING STATEMENTSThis press release contains information or statements that are or may be “forward-looking statements” within the meaning of applicable Canadian securities laws. When used in this press release, the words “may”, “will”, “should”, “expect”, “plan”, “anticipate”, “believe”, “estimate”, “predict”, “forecast”, “project”, “intend”, “target”, “potential”, “continue” or the negative of these terms or terminology of a similar nature as they relate to the Corporation are intended to identify forward-looking statements. Forward-looking statements in this press release include, without limitation, those information and statements related to WSP’s ability to capture opportunities (including acquisitions to maximize shareholder value) and execute on its strategic ambitions, and statements relating to the Corporation’s future growth, results of operations, performance business, prospects and opportunities. Although the Corporation believes that the expectations and assumptions on which such forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements since no assurance can be given that they will prove to be correct. These statements are subject to certain risks and uncertainties and are based on assumptions that could cause actual results to differ materially from those anticipated or implied in the forward-looking statements, including risks and uncertainties relating to the focus of management time and attention on the RPS Acquisition and other disruptions arising from the RPS Acquisition; the ability of management to execute WSP’s key strategic priorities; the failure to realize previously anticipated benefits from the RPS Acquisition; and other factors discussed or referred to in the “Risk Factors” section of WSP’s Management’s Discussion and Analysis for the year ended December 31, 2021, and WSP’s Management’s Discussion and Analysis for the six-month period ended July 2, 2022 (together, the “MD&As”), which are available under WSP’s profile on SEDAR at www.sedar.com. The foregoing list is not exhaustive and other unknown or unpredictable factors could also have a material adverse effect on the performance or results of WSP. Forward-looking statements made by the Corporation are based on a number of assumptions believed by the Corporation to be reasonable as at the date of this news release, including the factors discussed or referred to in the “Risk Factors” section of WSP’s MD&As, which are available under WSP’s profile on SEDAR at www.sedar.com. If any of these assumptions prove to be inaccurate, the Corporation’s actual results could differ materially from those expressed or implied in forward-looking statements.

WSP’s forward-looking statements are expressly qualified in their entirety by this cautionary statement. For additional information on this cautionary note regarding forward-looking statements as well as a description of the relevant assumptions and risk factors likely to affect WSP’s actual or projected results, reference is made to the MD&As, which are available on SEDAR at www.sedar.com. The forward-looking statements contained in this press release are made as of the date hereof and except as required under applicable securities laws, WSP does not undertake to update or revise these forward-looking statements, whether written or verbal, that may be made from time to time by itself or on its behalf, whether as a result of new information, future events or otherwise. The forward-looking statements contained in this press release are expressly qualified by these cautionary statements.

The statements previously made by WSP relating to the RPS Acquisition (including the attractiveness of the RPS Acquisition from a financial perspective and expected accretion in various financial metrics; expectations regarding anticipated cost savings and synergies and certain expected financial ratios; the strength, complementarity and compatibility of the RPS’s business with WSP’s existing business and teams; other anticipated benefits of the RPS Acquisition and its impact on the Corporation’s delivery of its 2022-2024 Global Strategic Action Plan and its long-term vision) reflected the information available to WSP, and assumptions believed to be reasonable, in each case at the time when they were made; however, due to the Corporation’s revised expectation that the Acquisition will lapse in accordance with its terms, WSP is withdrawing such statements.

Not for distribution to U.S. Newswire services or for dissemination in the United States


Alain Michaud

Chief Financial OfficerWSP Global Inc.alain.michaud@wsp.com Phone: 438-843-7317

WSP Global (TSX:WSP)
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