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Investing.com -- Spectris plc (LON:SXS) shares surged by 15% on Monday after Advent International announced a £3.8 billion all-cash deal to buy the precision measurement company at a significant premium.
Advent, through its unit MI Metron UK Bidco, offered £37.63 in cash for each Spectris share.
The proposal includes £37.35 in cash consideration from Bidco and an interim dividend of 28 pence, subject to approval by the Spectris board.
The offer represents a premium of 84.6% to Spectris’ closing share price of £20.38 on June 6, the last business day before the announcement, and 74.6% above the three-month volume-weighted average.
The deal, recommended unanimously by the Spectris board, will be executed via a court-sanctioned scheme of arrangement under Part 26 of the Companies Act 2006, pending shareholder and regulatory approvals.
Directors of Spectris have committed to vote in favor of the transaction with their own holdings, which represent approximately 0.22% of the company’s issued share capital.
The deal values Spectris at an enterprise value of approximately £4.4 billion, equivalent to 18.5 times adjusted EBITDA and 21.8 times adjusted EBIT for the year ended Dec. 31, 2024.
As part of the terms, shareholders will also remain eligible for the previously announced FY24 final dividend.
Spectris reported revenue of £1.4 billion in 2024 and an adjusted operating profit of £203 million.
The company, headquartered in London, operates in more than 30 countries with around 2,200 sales and service employees.
It has two main divisions: Spectris Scientific, focused on advanced material measurement in sectors such as pharmaceuticals and semiconductors, and Spectris Dynamics, which provides precision sensing and simulation solutions.
The group completed several acquisitions in 2024, including SciAps, Micromeritics, and Piezocryst. These additions are being integrated into existing business units. Spectris also divested Red Lion Controls in April.
According to the announcement, Advent made multiple unsolicited approaches to Spectris, with the final offer including the interim dividend leading to agreement on confirmatory due diligence.
The Spectris board stated that the offer allows shareholders to realize full value immediately in cash, weighing the certainty of the proposal against the uncertainty of executing alternative strategies.
Completion of the deal is expected by the first quarter of 2026, subject to approval by Spectris shareholders, court sanction, and regulatory clearances in jurisdictions including the United Kingdom (TADAWUL:4280), United States, and European Union.
Following completion, Spectris shares will be delisted from the London Stock Exchange (LON:LSEG) and the company will be re-registered as a private company.