Tasmea Ltd Seals A$75M JPS Group Deal With 5% EPS Lift Forecast

By Josua Ferreira -

Tasmea seals A$75m JPS Group buy, eyes LNG growth and 5% EPS lift

Tasmea Limited (ASX: TEA) has executed a Share Purchase Agreement to acquire 100% of JPS Group, a leading integrated services provider to the Australian energy sector, for total consideration of up to A$75 million. The transaction diversifies the Group’s earnings into the structurally growing LNG, gas and critical energy infrastructure markets.

The acquisition is forecast to be immediately EPS accretive, with approximately 5% forecast pro forma EPS accretion in FY26e, assuming full 12-month ownership of JPS in FY26e for illustrative purposes on a pro-forma basis. Tasmea has reconfirmed its standalone FY26 guidance alongside the announcement.

Inside the A$75 million deal structure

The consideration splits into an upfront payment at completion and a performance-based earn-out across subsequent years. Around A$50 million is payable upfront, comprising cash and Tasmea scrip, with the balance contingent on JPS hitting defined milestones.

A$75m Deal Structure Breakdown

The scrip component consists of 3,011,750 new TEA shares issued at A$8.50 per share, equating to A$25.6 million. This is the agreed consideration price for the issue, not a market quotation.

Component Amount Form Timing
Cash at settlement ~A$24.5m Existing cash reserves + debt facilities At completion
Tasmea scrip A$25.6m (3,011,750 shares @ A$8.50) New TEA shares At completion
Upfront total ~A$50m Cash + scrip At completion
Earn-out Up to A$25m (up to A$6.25m/yr) Cash Across FY27–FY30
Total consideration Up to A$75m Cash + scrip

The earn-out is subject to certain milestones, including JPS achieving a Maintainable EBIT target of ≥ A$12 million per annum.

What JPS Group brings to Tasmea

Founded in 2018, JPS has delivered 40+ projects across onshore, offshore and Floating LNG assets, accumulating over 500,000 safe working hours. The business operates with approximately 150 full-time equivalent staff, supported by a 600+ vetted specialist labour pool.

Its client base is a Tier-1 roster spanning Chevron, ConocoPhillips, INPEX, Mitsui, Santos, Shell and Woodside. Four strategic pillars underpin the rationale for the acquisition:

  • Tier-1 LNG client exposure: JPS works across more than 15 Major Hazard Facilities, with a number of sole-source contracting arrangements, and routinely sees initial project campaigns transition into ongoing asset maintenance and support services.

  • High recurring revenue: More than 10 long-term Master Services Agreements (MSAs) deliver revenue visibility in excess of 80% for FY27e and approximately 70% for FY28e, supported by the regularity of statutory shutdowns in a highly regulated sector.

  • Unique tech-enabled isolation: Through Safe Isolation Australia, JPS is the sole Australian distributor and execution partner for ValveTight’s patented Double Block & Bleed (DBB) Saver isolation technology under a 5+5 year agreement, enabling maintenance while plant remains online. International expansion opportunities have been identified in the USA and Africa.

  • Owner-led leadership retained: All five founder-General Managers, each averaging 20+ years of oil and gas experience, are staying on long-term employment contracts.

Understanding the LNG services opportunity

Because LNG and gas operators run within a highly regulated environment, statutory shutdowns and ongoing maintenance occur on a recurring, scheduled basis. This creates predictable, visible demand for specialist providers.

The numbers behind the investment case

The upfront enterprise value implies an EV/EBIT multiple of approximately 5x on JPS FY26e Underlying EBIT of approximately A$10 million. Management has forecast approximately 5% pro forma EPS accretion in FY26e, excluding synergies and incremental to the Maxim Group acquisition announced on 2 June 2026, assuming full 12-month ownership of JPS in FY26e for illustrative purposes on a pro-forma basis.

The JPS deal is the second major transaction Tasmea has announced in quick succession; the Maxim Group acquisition, struck on 2 June 2026 for up to A$254 million, is forecast to deliver approximately 31% pro forma EPS accretion in FY26e and lifts the combined group’s Electrical segment EBIT to approximately A$100 million.

Post-deal net debt to pro forma FY26e EBITDA is expected to sit at approximately 0.85x, within Tasmea’s target leverage range of around 1.0x pro forma Underlying EBITDA. JPS has delivered organic revenue growth of approximately 100% CAGR from FY23A to FY26e, with revenue forecast to double by FY29.

Alongside its acquisitions, Tasmea declared a Tasmea special dividend of 10 cents per share in early June 2026, returning approximately A$26.2 million to shareholders while maintaining net leverage of approximately 0.8x, illustrating the balance sheet headroom the group is carrying through its growth phase.

Metric Pre-JPS (incl. Maxim) Pro Forma (incl. JPS)
FY26 Underlying EBIT $175m $185m
FY26 Underlying NPAT $107m $113m

Separately, Tasmea reconfirmed its standalone FY26 guidance of Underlying EBIT of $117 million and Underlying NPAT of $72.5 million. The JPS transaction is expected to complete on or around 1 August 2026 and will contribute to FY27 Group earnings, not FY26.

Management’s view

Managing Director Stephen Young framed the transaction as a milestone in the Company’s broader expansion approach.

Stephen Young, Managing Director

“The acquisition of JPS Group is a defining step in Tasmea’s programmatic growth strategy and diversifies the Group’s earnings into the structurally growing LNG, gas and critical energy infrastructure sectors.”

Stephen Young, Managing Director

“JPS is a specialist, high-quality, high growth, owner-led business with a strong national and early-stage global footprint with strong competitive advantages, evidenced by its embedded relationships across a Tier-1 energy client base and high recurring revenues under more than 10 long-term MSAs. Combining JPS with Tasmea is forecast to be immediately EPS accretive, with approximately 5% forecast pro forma EPS accretion in FY26e incremental to the Maxim Group acquisition.”

Young also emphasised the retention of the owner-led structure that has built both businesses.

Stephen Young, Managing Director

“Critically, the acquisition preserves the owner-led model that has built both Tasmea and JPS. All five of JPS’s founder-General Managers are staying with the business, taking equity in Tasmea, and are incentivised through a four-year earn-out aligned to the delivery of A$12 million of Maintainable EBIT per annum.”

The JPS founders pointed to cultural alignment as central to the decision, noting the partnership “allows us to retain our brand and leadership team and continue running the business as we have built it,” supported by Tasmea’s balance sheet, workforce capability and corporate services.

Timeline and what comes next

The transaction now moves towards settlement, subject to customary conditions precedent. Key dates and milestones include:

  • Share Purchase Agreement executed: 23 June 2026

  • Investor briefing led by CEO Mark Vartuli: 24 June 2026, 11:30am AEST

  • Settlement targeted: on or around 1 August 2026, subject to customary conditions precedent including ACCC approval under Australia’s new mandatory merger control regime

  • JPS earnings contribution begins: FY27

The acquisition adds a capital-light energy-services platform with global optionality across the USA and Africa to Tasmea’s group of 28 specialist services brands, while diversifying earnings into markets management has described as carrying long-term structural tailwinds.

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Frequently Asked Questions

What is the Tasmea JPS Group acquisition?

Tasmea Limited (ASX: TEA) has signed a Share Purchase Agreement to acquire 100% of JPS Group, a specialist integrated services provider to Australia's LNG and gas sector, for total consideration of up to A$75 million comprising upfront cash and scrip plus a performance-based earn-out through FY30.

How much is Tasmea paying for JPS Group and how is the deal structured?

Tasmea is paying approximately A$50 million upfront — around A$24.5 million in cash and A$25.6 million in new TEA shares issued at A$8.50 each — plus an earn-out of up to A$25 million in cash across FY27 to FY30, contingent on JPS achieving a Maintainable EBIT of at least A$12 million per annum.

When will the JPS acquisition complete and when does it start contributing to earnings?

Settlement is targeted on or around 1 August 2026, subject to customary conditions including ACCC approval under Australia's new mandatory merger control regime, with JPS earnings expected to contribute to Tasmea's FY27 results rather than FY26.

What does JPS Group actually do and who are its clients?

JPS Group provides integrated maintenance, shutdown, and isolation services to major LNG and gas facilities across Australia, with a client base including Chevron, ConocoPhillips, INPEX, Santos, Shell, and Woodside, and has completed 40-plus projects across onshore, offshore, and Floating LNG assets since its founding in 2018.

How does the JPS deal affect Tasmea's FY26 earnings guidance?

Tasmea has reconfirmed its standalone FY26 guidance of Underlying EBIT of A$117 million and Underlying NPAT of A$72.5 million; on a pro forma basis including JPS, group FY26 Underlying EBIT rises to approximately A$185 million and NPAT to approximately A$113 million, though JPS will only formally contribute from FY27.

Josua Ferreira
By Josua Ferreira
Partnership Director
Josua Ferreira holds a Bachelor of Commerce in Marketing and Advertising and brings a background in publication, business development, and ASX market storytelling. He has worked with listed companies across the resource sector and broader market, combining sharp commercial instincts with a genuine commitment to keeping investors informed.
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