ITT Inc. has agreed to acquire SPX FLOW, Inc. for a total consideration of $4.775 billion, comprising $4.075 billion in cash and 3,839,824 shares of ITT common stock, roughly $700 million in equity. The definitive agreement was signed on December 4, 2025 and announced to the public on December 5, 2025.
The purchase price values SPX FLOW at 14.2 times its forecasted full‑year 2026 adjusted EBITDA, or 11.5 times when projected cost synergies are included. ITT has secured a $2.875 billion term loan and a $1.200 billion bridge facility from U.S. Bank to fund the cash portion, raising the company’s net leverage to just below 3.0× in the first 18 months after closing.
Strategically, the deal expands ITT’s Industrial Process portfolio into high‑growth end markets such as chemical, energy, mining, nutrition and health. SPX FLOW’s aftermarket sales—about 43 % of its $1.3 billion revenue—will double ITT’s aftermarket revenue in the segment, providing a resilient, high‑margin revenue stream. ITT projects $80 million in annualized cost synergies by year three, which will be immediately accretive to gross margin and adjusted EBITDA margin.
Financially, the transaction is expected to be accretive to ITT’s adjusted earnings per share in 2026 and to deliver double‑digit EPS accretion in the first full year post‑close. Fitch Ratings has affirmed ITT’s ‘BBB+’ rating with a stable outlook, noting that the company’s debt‑reduction plan and conservative capital structure should keep it investment‑grade despite the short‑term leverage increase.
Market reaction to the announcement was muted, with analysts noting that the primary concern is the debt financing required for the deal. The acquisition is viewed as a long‑term strategic play that will strengthen ITT’s competitive position and margin profile, but investors are cautious about the immediate impact on leverage and cash flow coverage ratios.
CEO Luca Savi said the acquisition “checks all the boxes” by adding complementary technologies, expanding the addressable market, and delivering a strong cultural fit. He highlighted the opportunity to leverage SPX FLOW’s aftermarket network to accelerate growth in the industrial and health sectors.
SPX FLOW’s last reported trailing‑12‑month revenue of $1.3 billion came with an EBITDA margin above 21% and a gross margin near 42%. The company’s aftermarket sales account for a sizable portion of revenue, underscoring the strategic value of the deal for ITT’s long‑term margin expansion strategy.
In sum, ITT’s acquisition of SPX FLOW represents a transformative expansion of its Industrial Process business, a significant addition of high‑margin aftermarket revenue, and a clear path to cost synergies and margin accretion, making it a material event that will reshape the company’s competitive landscape.
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