ITT, a leading provider of highly engineered critical components and manufacturer of innovative technologies, today announced it has entered into a definitive agreement with Lone Star Funds to acquire SPX FLOW, a leading provider of highly engineered equipment and process technologies for attractive end markets including industrial, health and nutrition, for a total consideration of $4.775 billion in cash and equity. This represents 14.2x SPX FLOW’s forecasted full year 2026 adjusted EBITDA, or 11.5x including expected cost synergies.
The acquisition of SPX FLOW adds critical equipment and adjacent flow and process technologies that extend ITT’s capabilities to address complex customer challenges across growing end markets with secular trends, including industrial, chemical, energy, mining, nutrition and health and personal care. The U.S.-based company brings premier brands and longstanding blue-chip customer relationships along with deep technical expertise and best-in-class aftermarket services for pumps, valves, mixers and other flow and process solutions. In the trailing twelve-month period ended Sept. 27, 2025, SPX FLOW generated $1.3 billion in revenue with approximately 42% gross margin and greater than 21% EBITDA margin (22% adjusted), with 43% aftermarket sales. Upon close, SPX FLOW will join ITT’s Industrial Process (IP) segment. IP is a global leader in centrifugal and twin-screw pumps and engineered valves with ~$1.4 billion in revenue in 2024.
“The acquisition of SPX FLOW checks all the boxes. It builds on our core strength in highly engineered components, brings adjacent technologies to the core, expands our total addressable market, it is well run and to top it off is an outstanding cultural fit. The addition of SPX FLOW’s world-class, critical industrial equipment and flow technologies, including premier brands like Waukesha Cherry-Burrell®, Lightnin® and Bran+Luebbe®, enhances our ability to address complex customer challenges at even greater scale. ITT’s playbook of differentiation in execution and innovation combined with SPX FLOW’s leading brands and engineering expertise creates significant opportunity for long-term value creation. On behalf of ITT, I am truly honored to partner with SPX FLOW’s talented team of approximately 3,800 employees to better serve and work hard for our customers and our shareholders,” said Luca Savi, ITT’s Chief Executive Officer and President.
“Joining ITT marks the beginning of an exciting new chapter for our company. ITT’s world-class Industrial Process businesses are a natural fit for SPX FLOW’s market-leading industrial, health, and nutrition brands. By leveraging our joint global capabilities, we can provide customers with the technology, engineering and operational capabilities to create innovative solutions for their process needs, resulting in exceptional business performance,” said Marc Michael, President and CEO, SPX FLOW.
The acquisition of SPX FLOW represents a milestone in ITT’s 2030 vision, aligns with ITT’s overall strategy, creates value through compounding with M&A and accelerates its portfolio reshaping. Deploying ITT’s acquisition playbook, the Company estimates an $80 million run rate of cost synergies by the end of year three post-close, with the transaction expected to be immediately accretive to ITT gross margin and adjusted EBITDA margin with adjusted EPS accretion in 2026 and double digits anticipated in the first full year post-close excluding amortization of intangibles.
Transaction Timing and Details
The transaction consideration will consist of a combination of cash and $700 million in ITT common stock issued to Lone Star. ITT intends to fund the cash portion of the transaction consideration through a combination of debt and equity and has secured commitments for a term loan facility and a bridge loan facility, both of which are being led by U.S. Bank National Association. ITT expects to maintain its investment grade credit rating, with projected net leverage below 3.0x and less than 2.0x within approximately 18 months post-close.
The transaction is subject to customary closing conditions, including the receipt of applicable regulatory approvals, and is expected to close by the end of Q1 2026.
Advisors
Goldman Sachs & Co. LLC and UBS Investment Bank are serving as financial advisors to ITT and Paul Hastings LLP acted as legal counsel.
Investor Conference Call Details
ITT’s management will host a conference call for investors on Friday, Dec. 5, 2025 at 8:30 a.m. Eastern Time. To participate on the conference call, click here to register. After completing the online registration form, participants will receive the dial-in number and a unique PIN. Participants should join the call ten minutes before 8:30 a.m. ET on Dec. 5. A real-time audio webcast of the presentation will also be available at https://investors.itt.com, where related materials will be available prior to the presentation. A replay of the webcast will be available beginning two hours after the presentation concludes.
About SPX FLOW
Based in Charlotte, N.C., SPX FLOW, Inc. improves the world through innovative and sustainable solutions. The company’s product offering is concentrated in process technologies that perform mixing, blending, fluid handling, separation, thermal heat transfer and other activities that are integral to processes performed across a wide variety of nutrition, health, and industrial markets. SPX FLOW has operations in more than 25 countries and sales in more than 140 countries. To learn more about SPX FLOW, please visit www.spxflow.com.
About ITT
ITT is a diversified leading manufacturer of highly engineered critical components and customized technology solutions for the transportation, industrial and energy markets. Building on its heritage of innovation, ITT partners with its customers to deliver enduring solutions to the key industries that underpin our modern way of life. ITT is headquartered in Stamford, Connecticut, with employees in more than 35 countries and sales in approximately 125 countries. For more information, visit www.itt.com.
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