WSP Global Inc. ($WSP)

Hello, everyone. And welcome to the 2026 Annual Shareholder Meeting of WSP. Again, this year, we are happy to hold today's meeting in a hybrid format, giving you the option to participate either in-person or virtually via live webcast. I will introduce our speakers: Alexandre L'Heureux, President and Chief Executive Officer of WSP; Alain Michaud, Chief Financial Officer of WSP; and Joelle El-Feghali, Corporate Secretary and Deputy General Counsel of WSP. Also joining us today are the following Board members of WSP: Martine Ferland, Pascale Sourisse, Linda Smith-Galipeau, Macky Tall, Eric Lamarre and Claude Tessier. I would like to provide you with some general remarks on the conduct of this meeting. As always, the meeting will be conducted in both English and French. You may choose to follow the meeting in the bilingual format presented in English only or in French only. And as we offer simultaneous translation for in-person and remote participants, also questions may be submitted in either language. The meeting agenda contains 5 matters to be voted on during the business part of the meeting as set out in the corporation's Management Information Circular dated March 20, 2026. At the meeting, shareholders will: one, receive the audited consolidated financial statements of WSP for the year ending December 31, 2025, and the independent auditor's report thereof; two, elect each of the directors nominees who will serve until the end of the next annual meeting of shareholders or until their successors are appointed; and three, appoint the independent auditor of WSP for the forthcoming year and authorize the directors to fix their remuneration; four, consider a nonbinding advisory resolution on the corporation's approach to executive compensation; five, consider such other business, if any, that may have properly come before the meeting. Please note that we have until 12:00 p.m. Eastern Time to conclude all matters on today's agenda. We will begin with the formal part of the meeting, followed by brief presentations by our CEO and our CFO and conclude with a question period. Please note that you will be able to vote on each matter throughout the formal part of the meeting by using the voting device if you are present in the room or on the left side of your screen if you are participating through the webcast. After we complete the formal business, the polls will close. If you have voted your shares prior to the start of the meeting, your vote has been received by the corporation's scrutineers, and there is no need to vote these shares during the meeting unless you wish to revoke or change your vote. Duly identified registered shareholders and proxy holders can submit their questions at any time during the meeting by entering them in the appropriate tab on the webcast platform or through the voting device. Please note, however, that questions pertaining to any item of business conducted at the meeting will be read aloud at the time such item is presented. All other general questions, including any questions relating to the annual financial statements of the company, will be addressed during the question period at the end of the meeting. If we receive similar questions through the web portal, we will combine them into one question. If you are attending our meeting in person and would like to ask a question verbally, kindly proceed to the microphone in the center of the room when we open the floor for questions. Please ensure that you identify yourself as a registered shareholder or a proxy holder before proceeding with your question. If you're not identified as a registered shareholder or proxy holder and would like to ask a question, please access the registration table at the entrance to the room. Any questions that we do not answer during the time available will be addressed at our company website at wsp.com in the 2026 Annual Meeting of Shareholders page that can be found in the Investors section. To hold the formal part of the meeting in French, I've asked Alexandre to chair that part of the Annual Shareholder Meeting. Before I ask Alex to come forward, I would like to share a few reflections as your Chairman. It's a pleasure to address you today as we look back on 2025 and the path ahead. As the first year of a new strategic cycle 2025, we set a strong tone. The results delivered by our teams show a business operating with technical and commercial expertise, discipline, confidence and real momentum. This was achieved against a complex global backdrop, one that continues to influence our world today. Yet no matter the challenges, the work our people, our visioneers do remains essential to the well-being of communities everywhere. The needs to future-proof the world's assets persists for our clients and our society at large across safe transport networks, reliable energy and water systems, health, education and resilient digital infrastructures. This is our mandate. This enduring demand is driven by long-term global trends that fuel our purpose and keep our expertise relevant. It also helps guide where we invest to further strengthen our capabilities. With experienced leadership and local teams rooted in their markets, our financial and operational performance in 2025 reflects our ability to adapt and grow without losing focus. Above all, it is the effectiveness of management and the skill and commitment of our people that turn strategy into action day in and day out. From the Board's perspective, we stayed closely engaged on strategy, performance, capital allocation and risk, knowing when to lean in and when to hold a steady course always from a perspective of support and challenge. In doing so, the Board and management have remained attentive to the broader geopolitical context, including ongoing developments in the Middle East, where we have a clear focus on our people and the community and continuity of our operations. The Board is also mindful of the fast-changing world of technology and its impact, and we continue to invest and support the growing scale and complexity of our work undertaken across the business to meet the clients' needs throughout the world. We also made acquisitions. We made acquisitions such as Ricardo, recently TRC, that added strength in areas of critical importance to our clients, including advisory, the energy transition sector, water solutions and infrastructure. The Board itself has continued to evolve alongside WSP's ambitions. We were pleased to welcome Pascale Sourisse, who is standing for election today, and has joined the Governance, Ethics and Compensation Committee, and Eric Lamarre, who was elected by shareholders last year, and serves on our Audit Committee now chaired by Claude Tessier. Their experience brings added depth in areas central to our strategy, including digital and AI, advanced manufacturing, defense, mission-critical facilities, advisory and international operations worldwide generally. I would like to thank all my colleagues on the Board for their insight, sound judgment, strong engagement as we continue to elevate what matters most for WSP's future. Our collective commitment to ethical leadership, sustainability and responsible corporate citizenship is unwavering. It shapes how we steward the company for the long term on behalf of our people, our clients and our shareholders. Looking ahead, we are now firmly into the second year of our strategic cycle and building on solid momentum. The Board has strong confidence in WSP's executive team and the strategic direction, and we will maintain a steady focus on enabling disciplined growth, thoughtful capital decisions and long-term value creation for our shareholders. We remain vigilant and forward-looking, assured that WSP's breadth of expertise, financial strength and global scale position the company to navigate uncertainty, capture opportunity and continue partnering with clients to help deliver better outcomes for the communities in which we serve. So before I conclude, I would like to recognize 2 important milestones. Last month, WSP will mark 20 years as a publicly traded company, 2 decades on from our initial public offering. And this October will be 10 years since Alexandre became our President and Chief Executive Officer. I have had the pleasure of working closely with Alex throughout that decade of his leadership. And I've seen firsthand the clarity of his thinking, his ambition, his vision and the strength of his leadership. During his tenure, WSP has expanded significantly in scale, capability and worldwide recognition, becoming one of the world's leading professional services companies with a presence and expertise that position us exceptionally well for long-term success. I know I speak for the entire Board and I suspect for many of you here as well in congratulating Alex in his upcoming anniversary and thanking him for his remarkable contribution to WSP's growth and transformation. We look forward to continued success, whatever the challenges and opportunities. In closing, I want to express our sincere gratitude to the entire WSP community, all our employees, our clients, our shareholders and all other partners. Your trust and support underpin our ongoing success. We look ahead with confidence and we do so together. Thank you. [Foreign Language].

Chris, thank you for your kind words and steadfast partnership throughout the years. It is a privilege to serve as President and CEO, and I'm inspired to continue building WSP's success alongside you, our Board and our exceptional team. Now on to the formal part of the meeting. [Foreign Language]

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[Interpreted] registered shareholders and proxy holders that the voting period is still open via the voting device or on the online platform. Since the motion has been duly made and based on preliminary votes, I declare the motion carried and that the accounting firm PricewaterhouseCoopers is duly appointed as WSP's independent auditor until the next annual meeting and that WSP's Board of Directors is authorized to determine its remuneration. We'll now move on to the motion regarding the nonbinding advisory vote on executive compensation, which is detailed in the proxy circular. This proxy circular was made available to shareholders in advance of the meeting. [ Konsta Weber ], a shareholder of the company, is prepared to make the necessary motion regarding the adoption of the nonbinding resolution on executive compensation.

[Interpreted] My name is Konsta Weber. I am a shareholder of the company. I hereby move that the following advisory resolution be adopted. Be it resolved for advisory purposes only and not to diminish the role and the responsibilities of the Board of Directors of WSP Global Group Inc., that the shareholders of the company approve the executive compensation plan outlined in the company's proxy statement dated March 20, 2026 distributed and in anticipation of the company's 2026 Annual Meeting of Shareholders.

[Interpreted] Thank you, Konsta. I remind registered shareholders and proxy holders that the period for voting is still ongoing via the voting device or online platform. Since the motion has been duly put forth and based on preliminary votes, I declare the motion carried. There are no further items on the agenda for this meeting. [ Brittnie Brooks ], a shareholder of the company is prepared to move to adjourn the formal portion of the meeting.

[Interpreted] My name is Brittnie Brooks, I'm a shareholder of the company. I hereby move to adjourn the formal portion of the meeting.

[Interpreted] Thank you, Brittnie. Since the motion to adjourn the formal portion of the meeting has been duly put forth, I declare the motion carried and the formal portion of the 2026 Meeting of Shareholders of WSP Global Group Inc. is now adjourned. I would like to thank our shareholders for electing us as directors for another year. We will strive to meet your expectations and to honor your trust. Before we cover WSP's recent progress, I want to recognize an important milestone for our company. As shown in today's opening video, this month marks 20 years since WSP became a publicly traded company. WSP has fundamentally transformed in scale, capability and global impact since our initial public offering on the TSX on May 25, 2006. At that time, we were an engineering company with less than 1,200 employees. Guided by a vision rooted in our local community, we mostly operated in Quebec. While we have grown into one of the world's leading professional services firm with a team of nearly 83,000 professionals, we remain proudly headquartered in Montreal. Throughout the years, we have maintained our agile and entrepreneurial spirit, combining global reach with global expertise to advance our ambitions. Today, we hold the #1 position across our core sectors where a collective of engineers, scientists and advisers, world shapers and visioneers dedicated to sustainable and meaningful solutions. And our brand embodies technical excellence, client focus and a relentless drive to innovate. Building on this momentum, we are well positioned to pursue new opportunities and accelerate our impact within the professional services universe. To propel our ambitions further, we launched our 2025-2027 Global Strategic Action Plan, pioneer change for empowered growth. It reflects our unwavering commitment to challenge conventional limits, redefine possibilities and serve as catalyst of transformation, driving the modernization of our industry and shaping a more innovative, sustainable future. In its first year, we have made strong progress. In 2025, we achieved solid net revenue growth, robust profitability and record levels of free cash flow and backlog, a testament to our diversified platform, and in year 1 of our strategic action plan, we have grown our net revenues by 14.7%, adjusted EBITDA by 17.2% and adjusted net earnings per share by 19%. We strengthened our balance sheet and preserve our flexibility. We continue to invest in expertise that differentiates our business and systems that support high performance and in capabilities to drive future growth. Client demand is responding to structural forces reshaping economies and communities, including aging infrastructure, the energy transition, water security, urbanization and digital transformation. Across sectors, clients are investing to increase resilience and prepare for what's next. We are well positioned to support these priorities, and clients increasingly look to WSP for the depth of understanding and leadership they require. To further broaden and strengthen our balanced portfolio, we pursue strategic acquisitions in high-growth markets. In June 2025, we acquired Lexica, a consulting firm specializing in health care and life sciences in the United Kingdom. This transaction added 90 experts to support our growth ambitions in consulting services. And then in October, we completed the acquisition of Ricardo, a global strategy and engineering consulting firm at the intersection of transportation, energy and the environment. Headquartered in the U.K., the company operates in more than 20 countries, including key markets for WSP such as the United Kingdom, Australia, and the Netherlands. Ricardo's specialized teams bring distinctive experience, including in rail transportation, air quality, water management, energy resilience and policy development strategies. Together, we enhance the value that we deliver to clients operating in complex, regulated and constantly evolving environments. In December, we welcomed Harmonic Analytics, a New Zealand firm specializing in data science, whose advanced expertise in analytics completes and enriches our digital and consulting services offerings. At the same time, consolidating our leadership position in energy remained a strategic priority. The acquisition of POWER Engineers completed in 2024 continues to exceed our expectations with sustained organic growth last year and a pool of opportunities that generates new options for our teams and clients. We propelled this momentum in February with a landmark transaction, the acquisition of TRC, a leading brand in the U.S. energy sector offering solutions covering the entire infrastructure life cycle. By welcoming 8,000 professionals from TRC, we are also strengthening our capacities in other high-growth areas, including water, infrastructure, the environment and digital solutions. We have more than 26,500 professionals in the U.S. now. Thanks to POWER Engineers and TRC, WSP is ready to meet growing demand for reliable energy systems. Digital is one of our dynamic growth drivers. By combining engineering and consulting services with advanced digital and AR capacity -- AI, sorry, capacities, we are winning new contracts and generating recurring revenues. Clients are looking to integrate technologies into their infrastructure, and they turn to us because WSP offers the expertise they trust, and because we support them securely, responsibly and at scale. We're also developing strategic alliances with leading innovators such as Microsoft. And in the first year of this partnership alone, we co-created 2 solutions already in use by our clients and Copilot was widely deployed within WSP. We continue to strengthen how we operate. We progress our Horizon ERP deployments, unify our service model to better support the frontline and expanded our Global Capability Centre for greater agility. Together, this sharpens execution, reinforces operational discipline and enables more seamless experiences for clients and employees. WSP's impact starts with our people. It's their technical know-how, dedication to clients and commitment to sustainable progress that allow us to shape more resilient communities. Empowering our workforce is integral to our success. One way we do this is through our employee share purchase plan, Own It, a plan that enables our colleagues to become WSP shareholders. This way, our nearly 20,000 employee shareholders directly benefit from the value they help create and are truly connected to the company's success. We are very proud to offer an ownership plan with global reach, now available in 31 countries. And the number of employee shareholders continue to grow, reaching nearly 20,000 at the end of April. Equally vital to our success is the environment we cultivate for our people, ensuring that their contributions and growth are continually supported. As we strive for operational excellence and sustainable progress, fostering a workplace where our team feels empowered and valued is at the heart of everything we do. We remain focused on developing talent from within and becoming the preferred home for engineers, scientists and advisers. In 2025, we launched our Internal First framework, established clear pathways for advancement and invested in development programs centered on leadership, client engagement and executive readiness. This continues to strengthen a culture that values excellence, agility and innovation at every level. As we look to the future and continue to build on our achievements, we will be sharing more on our people initiatives, environmental performance and governance progress in our sustainability report to be published on May 13. It highlights how sustainability is embedded in both our strategy and our client work, and it provides a comprehensive view of how WSP continues to advance responsibly. Before I close, I want to directly address the rise of artificial intelligence and how we think about its role at WSP. We view AI as an enabler, not a substitute for expertise. Our work is rooted in the physical world where infrastructure decisions carry long-term implications, and in the space defined by high stakes complexity and uniqueness, we have the scale required to leverage AI fully and safely. Clients rely on us for judgment, accountability and outcomes they can stand behind. These responsibilities cannot be outsourced to algorithms. Every projects we deliver are shaped by distinct conditions, regulatory requirements and stakeholder expectations. While AI is probabilistic by nature, our clients expect certainty, assurance and informed decision making. This is where our engineering, science and advisory expertise continues to differentiate WSP. Applied deliberately and responsibly, AI helps us move faster, drive innovation and sharpen our solutions to complex challenges. At the same time, it is reshaping client expectations, reinforcing the value of partners who can combine advanced technologies with deep domain expertise and disciplined execution. The fundamentals and market trends underpinning our industry remain very strong, and AI is opening up new opportunities. At WSP, AI does not displace our work, it augments it. It strengthens the value we deliver to clients and our people's expertise and creativity remain at the center. On that note, I want to thank our teams and clients for their commitment and trust, our shareholders for their confidence and our Board for its steady guidance and oversight. We will continue to scale with discipline, execute consistently and accelerate where opportunities is strongest. And with the depth and diversity of our platform, I want to underscore my high confidence in our team's capacity to deliver on our strategic action plan objectives and to keep creating long-term value for our shareholders. I'd now like to invite our Chief Financial Officer, Alain Michaud, to come and comment on our financial performance to date. Thank you.

[Interpreted] Thank you, Alexandre, and good morning to all. 2025 was a strong year for WSP, marked by the launch of our 3-year strategic plan. We delivered a strong full year performance, reaching the high end of our financial outlook. Revenues and net revenues reached approximately $18 billion and $14 billion, up 13% and 15%, respectively, compared to 2024. We also reported a record high backlog of $17 billion in '25, equivalent to approximately 11 months of revenue. Adjusted EBITDA grew to $2.6 billion, up 17% compared to '24. Adjusted EBITDA margin increased to 18.3%, up approximately 40 basis points from 2024 in line with our strategic ambition. Adjusted net earnings were up 23%, stemming from accretive acquisition and continued significant productivity gain. As for our cash position, I'm very pleased with our performance in '25. Our full year free cash flow totaled $1.7 billion, representing 1.8x net earnings attributable to shareholders. The strong outcome reflects our ongoing focus on working capital management. Yesterday, we published the first quarter results, marking a strong start to 2026. Net revenues were in line with our financial outlook. With regards to profitability, so EBITDA margin, it improved by 80 basis points and adjusted EBITDA reached the upper end of our forecast range. In addition, adjusted net income increased by 26%, exceeding our expectations. We reconfirm our financial outlook for 2026, with the exception of an increase in our adjusted EBITDA range which now stands between $3.05 billion and $3.18 billion. To finish and in conclusion, financial performance is on track driven by sustained growth and a robust order backlog. This strong start reflects a favorable outlook for our industry as well as a positive momentum to our operations. Thank you. Mr. Chairman, back to you.

Now we would like to open things up for the shareholder questions. We will start by answering the questions our shareholders and duly appointed proxy holders sent through the web portal in the order that they were received. If you are a duly identified registered shareholder or a proxy holder and wish to ask your question verbally, you can do so by using the microphone located at the center of the room. Please note that we will answer as many questions as possible within the allocated time. Any questions we do not get through during the time available will be addressed on our company website, wsp.com under the 2026 Annual Meeting of Shareholders page in the Investors section. If we receive similar questions, we will combine them together. Your questions should be addressed to the CEO, who will answer the questions or redirect them as needed.

So it appears that we have not received any questions through the web portal at this time. So we will take questions from shareholders and duly appointed proxy holders present in the room. So if you have a question, please come to the microphone. Before asking your question, please state your full name and confirm whether you are a shareholder or duly appointed proxy holder.

I'm [ Daniel Gauche ], a shareholder. Thank you for your presentation, and congratulations on your 20th anniversary this year of your IPO in 2006. My question is regarding your acquisition strategy. Can you please tell us how you think about growing WSP? And do you have a dedicated team for potential -- sourcing potential acquisitions?

Thank you. Look, our acquisition strategy has always been closely linked to our organic growth strategy. I always like to say that acquisition is not a strategy. It's a mean to execute on your strategy. So we've always had a very clear vision of what we wanted to become. We want to become the leading professional services firm in our space and in our market and what we do. And M&A has always been a mean amongst others to execute on this strategy and to access that plan. So in terms of the process that we follow in terms of M&A, I mean, frankly, it's quite simple. I always look at 4 criteria when we look at M&A and they are as follows: First, is there strategic imperative to do this transaction? So as I said before, M&A is not a strategy, but it's a mean. So when we unveiled our plan in 2024, we said, for instance, that POWER would be at the center of our next 3-year strategy. So when POWER Engineers and TRC came into play, we believe that there was a strategic imperative to pursue those acquisitions, number one. Number two is, is there a cultural fit between what we aspire to be and what we aspire to become, and this firm, we need to remember that, as I said before, we are led by people, and we exist because of our people. And therefore, the cultural fit is extremely important when you look into an acquisition. The third one is, can we immediately create shareholder value and can we then, in the future, continue to create shareholder value. Again, I'm here because I've a fiduciary duty to create shareholder value for those who are entrusting us and that's something that we are going to look into very, very carefully. And the last one, which is oftentimes overlooked by companies that are completing acquisitions and why some companies are going sideways when they do complete acquisitions is they don't ask the question, can I integrate it because it can make sense strategically. The culture and the fit on paper may be there. It can make sense on paper, and we think we are going to create shareholder values. But at the end of the day, can you integrate the transaction? And that's always a question that we are going to review very carefully upstream before we consummate the transaction so that we don't find ourselves in a deadlock position where we have answered the first 3 criteria but have not been in a position to answer the fourth one. And that's something that I do not alone. I'm supported by an incredible team. We have our General Counsel here that is leading the acquisition effort or the team effort, combined with our finance team and our global CFO. And last but not least, whether I look at a transaction of $5 million or we look at one of north of $3 billion like we did last year, I always consult with our Board. They've been an incredible sounding Board to the leadership team and the management team. And because I feel our Board understand our strategy, I can consult with them and obviously, and look at what is best for the company.

Thank you, and keep up the great work.

Thank you so much. Yes.

[indiscernible], I'm a proxy. One for CFO, one for CEO. For the CFO, speaking of the AI, any change to your billing dynamic, how you charge your clients? Just give us a cut, there's nothing perfect. And for the CEO, any exposure to Germany? And how much you're exposed to Germany given the expanding fiscal policy?

Alain, you want to start?

No impact at this point. No, there's no conversation with client.

So Germany is an interesting topic. Right now, I would say that our Central European presence is subscale by our standard. We have like close to 4,000 people. We operate actually in France, we operate in the Netherlands, we operate in Spain, Italy, we operate in Belgium and a few other countries and also in Germany. Germany is a highly, highly fragmented market. And obviously, the professional services universe in Germany is such that if you want to service a client in any given province or canton in Germany, you need to have a footprint. So for us, Germany is early days, I would say. So we have close to -- we have a few hundred people at this point in time. We do service global clients from Germany. And obviously, Germany is such an important country in Europe that this is going to be an ongoing review of our strategy for Germany and time will tell in the years to come, whether we can look into having a better and bigger position in the country.

How much...

I would say it's like -- like I said, we have a few hundred people. So something -- anything between $20 million to $30 million. Right now, it's fairly small. Any other questions? Okay. questions -- Alex, are there any more questions from shareholders present in the room? Sorry.

That's the question.

I'm so well prepared today. Any more question, Alex? No more question. Okay, you take one more.

Last call, you reduced organic growth...

Yes, sorry.

In the last quarter, organic growth was a little trimmed. Can you talk about your organic growth outlook for the next 12 months?

The outlook?

Yes.

Between 4% and 7%.

Versus the last year, which was?

We were more like lower than that last year. Any other questions? Alex, others? I think that's it. So if no questions in the room, it appears that there are no questions submitted through the online platform either and none in the room anymore. So I will now turn it over to our Chairman to conclude this meeting. And I once again thank you all for your continued support. Thank you.

Well, we thank you very much for attending the 2026 Annual Shareholder Meeting of WSP. I believe we have everything it takes to build on this tremendous legacy and further deliver value for our clients, employees, communities and our shareholders. I, therefore, thank you, and I thank you very much for attending this meeting this morning. I wish you a good day. [Foreign Language]. [Portions of this transcript that are marked [Interpreted] were spoken by an interpreter present on the live call.]