Arcadis unanimously rejects second unsolicited proposal from WSP Global Inc

Press Release

Arcadis unanimously rejects second unsolicited proposal from WSP Global Inc.

Amsterdam, July 30, 2026 – Arcadis (EURONEXT: ARCAD) (the “Company”) the world’s leading company delivering data-driven sustainable design, engineering, and consultancy solutions for natural and built assets, announces that its Executive Board and Supervisory Board (the "Boards") have unanimously rejected a second unsolicited, conditional, and non-binding proposal from WSP Global Inc. ("WSP") to acquire the entire issued and outstanding ordinary share capital of Arcadis for a consideration of €51.50 per ordinary share in cash and WSP stock (the “Revised Proposal”).

After a thorough review with their financial and legal advisers, the Boards concluded that the Revised Proposal, which followed the unanimous rejection of an earlier unsolicited, conditional, and non-binding proposal at €48.50 per ordinary share, continues to fundamentally undervalue Arcadis’ intrinsic value, strategic position, and future prospects. Accordingly, it is not in the best interest of the Company’s shareholders, employees, clients and other stakeholders.

The Boards determined that the Revised Proposal is not in the best interest of the Company and its stakeholders for the following main reasons:

• Fundamental Undervaluation: The Revised Proposal fundamentally undervalues Arcadis and again fails to reflect the substantial value creation potential from the execution of Arcadis’ standalone strategy, supported by the Company’s current operational momentum and the new medium-term financial targets published today alongside our Q2 and Half Year 2026 Results.
• Large Stock Component: Approximately 50% of the consideration consists of WSP shares. This meaningful stock component represents a materially different risk profile to our shareholders compared to a standalone Arcadis investment, including significantly higher than anticipated leverage and lower than expected dividend yield.
• Execution Risks: The Revised Proposal entails material uncertainty regarding deal execution and timing, execution of strategic plans, cultural fit, and integration risks, with adverse consequences for Arcadis' shareholders, employees, clients and other stakeholders.
  
  

Heather Polinsky, CEO of Arcadis, commented:"Our H1 2026 performance demonstrates that our growth trajectory is moving in the right direction. With a record backlog and clear momentum in our key markets, we are confident that our standalone strategy is the most effective path to creating value for our shareholders and stakeholders as we deliver on our stated medium-term financial targets."

ARCADIS INVESTOR RELATIONS
Christine Disch | +31 (0)615376020 | christine.disch@arcadis.com

ABOUT ARCADIS
Arcadis is the world’s leading company delivering data-driven sustainable design, engineering, and consultancy solutions for natural and built assets. We are around 34,000 architects, data analysts, designers, engineers, project planners, water management and sustainability experts, all driven by our passion for improving quality of life. As part of our commitment to accelerating a planet positive future, we work with our clients to make sustainable project choices, combining digital and human innovation, and embracing future-focused skills across the environment, energy and water, buildings, transport, and infrastructure sectors. We operate in over 30 countries, and reported €5 billion in gross revenues for 2025. www.arcadis.com

REGULATED INFORMATION
This press release contains information that qualifies or may qualify as inside information within the meaning of Article 7(1) of the EU Market Abuse Regulation.

DISCLAIMER
Statements included in this press release that are not historical facts (including any statements concerning investment objectives, other plans and objectives of management for future operations or economic performance, or assumptions or forecasts related thereto) are forward-looking statements. These statements are only predictions and are not guarantees. Actual events or the results of our operations could differ materially from those expressed or implied in the forward-looking statements. Forward-looking statements are typically identified by the use of terms such as “may”, “will”, “should”, “expect”, “could”, “intend”, “plan”, “anticipate”, “estimate”, “believe”, “continue”, “predict”, “potential” or the negative of such terms and other comparable terminology. The forward-looking statements are based upon our current expectations, plans, estimates, assumptions and beliefs that involve numerous risks and uncertainties. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond our control. Although we believe that the expectations reflected in such forward-looking statements are based on reasonable assumptions, our actual results and performance could differ materially from those set forth in the forward-looking statements.

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• Arcadis unanimously rejects second unsolicited proposal from WSP Global Inc