Spire Healthcare Accepts GBP1 Billion Takeover Offer; Shares Gain
Shares in Spire Healthcare Group (SPI.L) rose more than 3% on Monday morning after the healthcare company accepted a 1.03 billion-pound-sterling takeover offer from a consortium of three private equity firms over the weekend.The consortium, comprising funds managed or advised by Toscafund Asset Management, Three Hills and Ares Management, is offering 2.50 pounds per share in cash, implying an enterprise value of 2.31 billion pounds. The offer represents a 66.2% premium to the closing share price on May 13, the last day before the possible offer announcement.Spire Healthcare shareholders can also opt to participate in an alternative offer and exchange some or all of their shares for loan notes issued by Tulip UK Bidco, a newly formed vehicle backed by the consortium. It is capped at 28 million shares, or 8.5% of the scheme shares. Under the alternative offer, shareholders will receive 2.5 rollover securities for each Spire share exchanged.Spire Healthcare, which operates 38 hospitals and more than 55 clinics in the UK, launched a strategic review in September 2025 to consider various options, including a potential sale of the company. Its board plans to recommend that shareholders vote in favor of the offer.When coming up with the decision, the board considered "the ongoing challenges of delivering the company's standalone plan against a backdrop of macroeconomic volatility, cost pressures - in particular inflation, and the dynamic nature of the payor environment."Tulip UK Bidco, which plans to delist Spire Healthcare from the London stock exchange after completing the acquisition, will also make leadership changes. Paolo Pieri, who previously worked as chief executive at private healthcare provider Circle Health Group, is set to be named chair. Spire Healthcare CEO Justin Ash will meanwhile step down and be succeeded on an interim basis by Vice Chair David Sloman, while the buyers search for a permanent CEO.Subject to shareholder and court approvals, among other conditions, the deal is expected to close in the fourth quarter of 2026 or the first quarter of 2027.
