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Highlights:

  • Spectris reported FY24 sales of GBP 1.299 billion, with EBITDA of GBP 239 million.
  • The company shareholders to receive GBP 37.63 per share in a GBP 3.8 billion acquisition offer.
  • Spectris to be acquired for an enterprise value of GBP 4.4 billion; deal expected by Q1FY26.

Spectris plc (LSE: SXS) is a UK-headquartered supplier of precision instrumentation and industrial testing systems, serving markets including pharmaceuticals, semiconductors, automotive, and advanced manufacturing. It employs approximately 7,400 staff worldwide and operates through two main divisions Spectris Scientific and Spectris Dynamics

The company has agreed to a recommended cash acquisition offer from Bidco, a newly formed entity backed by global private equity firm Advent International. The offer values Spectris at approximately GBP 3.8 billion, with shareholders receiving GBP 37.63 per share, comprising GBP 37.35 in cash and an interim dividend of 28p.

The deal represents a premium of 84.6% over Spectris’ closing share price of GBP 20.38 on 6 June 2025, the last trading day before the offer period commenced. It also implies a valuation multiple of 18.5x adjusted EBITDA and 21.8x adjusted EBIT for the year ended 31 December 2024.

Under the terms of the deal, Spectris shareholders will also retain the FY24 final dividend, in addition to the interim payment. The acquisition is intended to be implemented through a Court-sanctioned scheme of arrangement, subject to shareholder approval, court sanction, and regulatory clearances in the UK, EU, US, and China.

The offer comprises GBP 37.35 in cash per share from Bidco, along with a 28p interim dividend payable by Spectris, subject to board approval. This values the company's enterprise at around GBP 4.4 billion, once debt and other considerations are included. The transaction is expected to close by Q1FY26, assuming all conditions are met. The scheme requires support from 75% of voting shareholders, court sanction, and customary antitrust approvals.

For FY24, Spectris reported GBP 1.299 billion in sales, with GBP 239 million EBITDA and GBP 203 million in adjusted operating profit. It also completed three acquisitions in 2024 and divested Red Lion Controls.

Bidco, a private limited company formed on 9 June 2025, is owned by Advent International and minority investors. Bidco has no prior trading activity and was established specifically to execute this transaction.

Advent has been an investor in the UK since 1989, with prior experience in similar public-to-private transactions. Its previous investments include Cobham, Ultra Electronics, and Laird, all UK-based industrial and defence companies.

The Spectris board has unanimously recommended the offer. Advisers Goldman Sachs, Rothschild & Co, and BofA Securities consider the financial terms to be fair and reasonable. Directors with shares have undertaken to vote in favour of the scheme.

Chairman Mark Williamson stated that the offer represents attractive immediate value for shareholders while recognising the company’s recent transformation into a more focused operation. CEO Andrew Heath highlighted the progress made since 2019 in repositioning the business. He noted that the deal would enable further investment and development under new ownership.

The scheme documentation, including the court meeting and general meeting details, is expected within 28 days of this announcement. The shareholder meetings are likely to take place by 15 September 2025, with completion targeted for early 2026.

SXS shares were trading 15.23% higher at GBX 3,782.00 per share as of 23 June 2025.