STOCK TITAN

Orion Completes Acquisition of J. E. McAmis, Strengthening Heavy Marine, Jetty and Breakwater Construction Capabilities

Rhea-AI Impact
(Neutral)
Rhea-AI Sentiment
(Positive)

Orion (NYSE: ORN) completed the acquisition of J. E. McAmis for approximately $60 million net of cash on Feb 4, 2026, expanding Orion's heavy marine, jetty and breakwater construction capabilities.

The consideration includes $46M cash funded by Orion's credit facility, a $12M 5‑year subordinated note at 6%, and $2M stock; contingent payments may add up to $10M plus 40% of select project profits. Orion expects the deal to be accretive to 2026 adjusted EBITDA and margin and will provide consolidated 2026 guidance with its Q4/2025 results.

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Positive

  • Acquisition expected to be accretive to 2026 adjusted EBITDA and margin
  • Adds best‑in‑class jetty and breakwater construction capabilities
  • Enhances fleet with strategic Jones Act marine assets
  • Access to a $1.4 billion pipeline of marine opportunities
  • Includes real estate and marine assets valued at $34M

Negative

  • Transaction funded partly by $46M borrowings under Orion's credit facility
  • Contingent consideration could increase cash payout by $10M plus 40% of select profits

News Market Reaction

-2.13%
1 alert
-2.13% News Effect

On the day this news was published, ORN declined 2.13%, reflecting a moderate negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Acquisition price: approximately $60 million Cash portion: $46 million Subordinated note: $12 million at 6% per annum +5 more
8 metrics
Acquisition price approximately $60 million Purchase of J. E. McAmis, net of cash acquired
Cash portion $46 million Cash consideration funded via Orion’s credit facility
Subordinated note $12 million at 6% per annum 5-year subordinated promissory note
Stock consideration $2 million in common stock Equity portion of purchase consideration
Contingent consideration $10 million plus 40% of profit Earn-out on projects in backlog and select pursuits
Opportunity pipeline $1.4 billion McAmis pipeline of marine construction opportunities
Asset value $34 million McAmis marine and real estate assets
52-week range position -2.95% vs high; 183.39% vs low ORN price vs 52-week high/low before acquisition news

Market Reality Check

Price: $12.87 Vol: Volume 411,599 is 1.44x t...
normal vol
$12.87 Last Close
Volume Volume 411,599 is 1.44x the 20-day average (285,425) ahead of the acquisition news. normal
Technical Price 13.15 is trading above the 200-day MA of 8.87 and sits 2.95% below the 52-week high.

Peers on Argus

ORN gained 1.7% with acquisition news while peers were mixed: BBCP +1.49%, MTRX ...

ORN gained 1.7% with acquisition news while peers were mixed: BBCP +1.49%, MTRX +0.28%, GLDD +2.18%, BWMN -2.21%, SLND 0%. Moves do not show a clear sector-wide pattern.

Historical Context

5 past events · Latest: Jan 05 (Positive)
Pattern 5 events
Date Event Sentiment Move Catalyst
Jan 05 Federal project award Positive +4.2% $86.3M U.S. Army Corps breakwater and beach nourishment contract win.
Dec 29 Credit refinancing Positive -1.9% Closing of new $120M, lower-cost five-year senior credit facility.
Dec 08 Investor conference Neutral +2.4% Participation in Roth Deer Valley investor event with no new financial data.
Nov 06 Investor conference Neutral -6.5% Announcement of Craig-Hallum investor conference participation.
Oct 28 Earnings & guidance Positive -0.5% Q3 2025 beat with raised 2025 revenue, EBITDA and EPS guidance.
Pattern Detected

Project wins and earnings/guidance upgrades have often been followed by modest, sometimes mixed price reactions, with both aligned gains and occasional sell-the-news responses.

Recent Company History

Over the last few months, Orion has reported stronger operations and positioned for growth. Q3 2025 results showed revenue of $225.1M, adjusted EBITDA of $13.1M, and raised full-year 2025 guidance. A new $120M credit facility closed on Dec 29, 2025, supporting acquisitions and general corporate purposes. On Jan 5, 2026, Orion secured an $86.3M U.S. Army Corps project for breakwaters and beach nourishment. Today’s McAmis acquisition adds specialized marine capabilities on top of this growth-focused backdrop.

Market Pulse Summary

This announcement expands Orion’s marine construction platform through the McAmis acquisition, addin...
Analysis

This announcement expands Orion’s marine construction platform through the McAmis acquisition, adding best-in-class jetty and breakwater capabilities, a $1.4B opportunity pipeline, and $34M of assets for about $60M in consideration plus earn-outs. It follows a new $120M credit facility and an $86.3M federal project award, reinforcing a growth-focused strategy. Investors may watch how quickly the acquisition proves accretive to adjusted EBITDA and margins and how backlog and award pace evolve through 2026.

Key Terms

jones act, adjusted ebitda, credit facility
3 terms
jones act regulatory
"Enhances Orion’s equipment fleet with strategic, Jones Act marine assetsAccretive"
A U.S. law that requires goods moved between U.S. ports to be carried on ships that are built, owned and crewed by U.S. interests. Think of it like a rule that forces all local taxi rides to use domestic cars and drivers; it raises the cost and limits the pool of providers for coastal and inland shipping. Investors watch it because it affects transportation costs, supply-chain reliability and planning for energy, manufacturing and import-dependent businesses.
adjusted ebitda financial
"Accretive to Orion adjusted EBITDA and margin Founded in 1973, J.E."
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
credit facility financial
"net of cash acquired, funded through borrowings under Orion’s credit facility;$12"
A credit facility is a flexible loan arrangement that allows a borrower to access funds up to a set limit whenever needed, similar to a company having an overdraft option on a bank account. It matters to investors because it indicates how easily a business can secure cash when required, affecting its ability to manage expenses, invest, or respond to financial challenges.

AI-generated analysis. Not financial advice.

Conference Call to be held Wednesday, February 4 at 9:00 a.m. Central Time

HOUSTON, Feb. 04, 2026 (GLOBE NEWSWIRE) -- Orion Group Holdings, Inc. (NYSE: ORN) (the “Company” or “Orion”), a leading specialty construction company, today announced that it has acquired J. E. McAmis, Inc. and JEM Marine Leasing LLC (together, “J.E. McAmis” or “McAmis”), for approximately $60 million, net of cash acquired.

Transaction Highlights

  • Advances Orion’s long-term strategic growth plan and fortifies Orion’s competitive position ahead of significant marine opportunities on the horizon
  • Strengthens Orion’s marine construction business with best-in-class jetty and breakwater construction capabilities with a proven track record in complex project delivery
  • Enhances Orion’s equipment fleet with strategic, Jones Act marine assets
  • Accretive to Orion adjusted EBITDA and margin

Founded in 1973, J.E. McAmis has a proven track record for delivering complex marine construction projects in challenging environments with work spanning jetty and breakwater construction, dredging, environmental restoration, and dam and spillway construction. With a highly skilled leadership and operations team, JEM has consistently posted high margin growth over the last several years winning and successfully executing projects primarily in Washington and Oregon and also Canada, Florida, Alaska and Hawaii. JEM has strong client relationships with the U.S. Department of Defense and U.S. Army Corp of Engineers, a robust $1.4 billion pipeline of opportunities, and a broad portfolio of marine and real estate assets valued at $34 million.

“We are very pleased to welcome the J.E. McAmis team to Orion,” said Travis Boone, President and Chief Executive Officer of Orion. “Known for their outstanding safety record, on-time performance, and healthy margins, McAmis has excellent cultural alignment with Orion. The combination of our two companies provides increased scale and capacity by adding a highly skilled workforce, strategic marine equipment and real estate, and new capabilities to serve customers across a broader set of opportunities. This acquisition reflects the disciplined execution of our strategy to be the premier marine construction contractor in attractive end markets delivering long-term shareholder value.”

“We are proud of what our J.E. McAmis team has built and we believe Orion is the right company to carry that legacy forward. Their scale, capabilities, and commitment to predictable excellence create a strong platform for our people and customers, and we believe this combination positions the business for sustainable long-term growth,” said John McAmis, President of J.E. McAmis, Inc.

Transaction Details

Purchase consideration of approximately $60 million, subject to customary adjustments, includes the following:

  • $46 million in cash, net of cash acquired, funded through borrowings under Orion’s credit facility;
  • $12 million, 5-year subordinated promissory note bearing interest at 6% per annum; and
  • $2 million in Orion common stock.

Additional contingent consideration includes $10 million on profit earned on projects in backlog plus 40% of profit on select near-term pursuits.

Orion expects this acquisition to be accretive to 2026 adjusted EBITDA and margin and will provide comprehensive consolidated full year 2026 financial guidance in connection with its full year 2025 and fourth quarter 2025 earnings announcement.

Advisors

Oppenheimer & Co., Inc. and D.A. Davidson & Co. served as M&A advisors and Jones Walker LLP served as legal advisor to Orion in this transaction.

Conference Call Details

Orion will host a conference call to discuss the acquisition at 10:00 a.m. Eastern Time/9:00 a.m. Central Time on Wednesday, February 4, 2026. To participate, please call (844) 481-2994 and ask for the Orion Group Holdings Conference Call. A live audio webcast of the call will also be available on the Investor Relations section of Orion’s website at https://www.oriongroupholdingsinc.com/investor/ and will be archived for replay.

About Orion Group Holdings

Orion Group Holdings, Inc., a leading specialty construction company serving the infrastructure, industrial and building sectors, provides services both on and off the water in the continental United States, Alaska, Hawaii, Canada and the Caribbean Basin through its marine segment and its concrete segment. The Company’s marine segment provides construction and dredging services relating to marine transportation facility construction, marine pipeline construction, marine environmental structures, dredging of waterways, channels and ports, environmental dredging, design and specialty services. Its concrete segment provides turnkey concrete construction services including place and finish, site prep, layout, forming, and rebar placement for large commercial, structural and other associated business areas. The Company is headquartered in Houston, Texas with regional offices throughout its operating areas. The Company’s website is located at: https://www.oriongroupholdingsinc.com.

About J.E. McAmis, Inc.

J.E. McAmis, Inc. is a heavy civil contractor founded in 1973. Headquartered in Vancouver, Washington and serving Alaska, Florida, Hawaii, Oregon and Washington, the Company provides marine construction services, including dredging, jetty and breakwater construction, environmental restoration and rehabilitation, and dam and spillway construction.

Forward Looking Statements

The matters discussed in this press release may constitute or include projections or other forward-looking statements within the meaning of the “safe harbor” provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, of which provisions the Company is availing itself. Certain forward-looking statements can be identified by the use of forward-looking terminology, such as 'believes', 'expects', 'may', 'will', 'could', 'should', 'seeks', 'approximately', 'intends', 'plans', 'estimates', or 'anticipates', or the negative thereof or other comparable terminology, or by discussions of strategy, plans, objectives, intentions, estimates, forecasts, guidance, outlook, assumptions, or goals. In particular, statements regarding the acquisition, the intended benefits of the acquisition, the resulting competitive position from the acquisition and the pipeline of opportunities following the acquisition, and statements regarding objectives, expectations, forecasts and intentions are forward-looking statements. Forward-looking statements involve risks, including the possibility that the anticipated benefits of the acquisition cannot be fully realized or may take longer to realize than expected, the integration of JEM’s business will be more costly or take longer than expected, the ability to hire and retain key JEM personnel, the ability to maintain the quality and profitability of the existing JEM service offerings and expand the business, and the ability to maintain favorable relations with key business partners, customers, suppliers, and vendors. Considering these and other uncertainties, the inclusion of forward-looking statements in this press release should not be regarded as a representation by the Company that the Company's plans, estimates, forecasts, goals, intentions, or objectives will be achieved or realized. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. The Company assumes no obligation to update information contained in this press release whether as a result of new developments or otherwise, except as required by law.

Please refer to the Company's 2024 Annual Report on Form 10-K, filed on March 5, 2025 which is available on its website at www.oriongroupholdingsinc.com or at the SEC's website at www.sec.gov, and filings and press releases subsequent to such Annual Report on Form 10-K for additional and more detailed discussion of risk factors that could cause actual results to differ materially from our current expectations, estimates or forecasts.

Contact:

Margaret Boyce, IR
mboyce@orn.net
346-278-3762

Source: Orion Group Holdings, Inc.


FAQ

What did Orion (ORN) pay to acquire J. E. McAmis and how was it financed?

Orion paid approximately $60 million net of cash, combining cash, debt, note and stock. According to the company, payment included $46M cash funded via its credit facility, a $12M 5‑year note at 6%, and $2M in common stock.

Will the J. E. McAmis acquisition affect Orion's 2026 earnings guidance?

Orion expects the acquisition to be accretive to 2026 adjusted EBITDA and margin. According to the company, consolidated full‑year 2026 financial guidance will be provided with the Q4/2025 earnings announcement.

What capabilities and assets does J. E. McAmis bring to Orion (ORN)?

J. E. McAmis adds heavy marine expertise, including jetty, breakwater, dredging and restoration capabilities. According to the company, the acquisition also contributes strategic Jones Act equipment and real estate and marine assets valued at $34M.

How material is J. E. McAmis's business pipeline for Orion (ORN)?

J. E. McAmis brings a reported opportunity pipeline of $1.4 billion, indicating significant near‑term prospects. According to the company, this pipeline includes pursuits across federal and regional marine projects in multiple U.S. states and Canada.

Are there contingent or additional payments tied to the Orion (ORN) deal for J. E. McAmis?

Yes, there is contingent consideration tied to project profits that could increase total payout. According to the company, arrangements include $10M on backlog profit plus 40% of profit on select near‑term pursuits.
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