LONDON – Senior plc has agreed to be acquired by Zeus UK Bidco Limited, a newly formed vehicle backed by investment funds advised by Tinicum Incorporated and Blackstone Inc., in a recommended cash deal valuing the British engineering group at about £1.28 billion.
Under the terms, shareholders will receive 300 pence per share, comprising 297.85 pence in cash and a final dividend of 2.15 pence for fiscal 2025, subject to approval.
The offer represents a 36.6% premium to Senior’s six-month average share price and a 53.3% premium to its 12-month average. The deal implies an enterprise value of £1.4 billion, equal to 15.2 times adjusted EBITDA for 2025.
Senior’s board, advised by Lazard, said the terms were fair and reasonable and intends to recommend the scheme unanimously.
Bidco has already secured irrevocable undertakings representing 18.3% of Senior’s shares, including from Alantra, and together with existing holdings, the consortium controls about 20.2% of the company.
The consortium said the acquisition would combine Senior with AeroFlow Technologies, acquired by Tinicum last year, to strengthen aerospace exposure and earnings resilience. It added that private ownership would give Senior flexibility to pursue growth and optimise operations without public market constraints.
The transaction will proceed via a court-approved scheme of arrangement under the UK Companies Act, requiring approval from 75% of voting shareholders. A scheme document is expected within 28 days.
Commenting on the Acquisition, Ian King, the Chairman of Senior, said:
“Senior’s strategy is to refocus the Senior Group into a global, leading Fluid Conveyance and Thermal Management business providing IP rich, highly engineered products to customers in a range of structurally attractive end markets. The Board has full confidence that the Senior management team will continue to deliver on this strategy and will deliver on the medium-term financial targets, offering enhanced shareholder value over the medium term. However, the Board believes that BidCo’s offer recognises the attractiveness of Senior and represents an opportunity for Senior shareholders to realise an immediate cash value at an attractive enterprise valuation multiple of 15.2x 2025A adjusted EBITDA.
The Board has also taken into account the Consortium’s considerable experience in investing in global aerospace and industrial companies and BidCo’s intentions for Senior and its employees, customers and other stakeholders.“
Commenting on the Acquisition, David Squires, the Chief Executive Officer of Senior, said:
“Senior is delivering on its strategy and is firmly on track to meet the medium-term financial targets announced in March 2025. Our focus remains on serving our customers with great performance, delivering highly engineered products that fully meet their needs. I would like to recognise the exceptional contribution of my colleagues – their talent, commitment and innovation continue to drive our success. The next chapter of Senior’s development will further fuel their ambition and provide new opportunities. BidCo’s offer recognises the quality of Senior, our talented people, our extensive breadth of products and capabilities and our strong growth prospects. In view of the intentions set out today, the Board has confidence that BidCo is committed to the growth of the Senior business, the continued focus on satisfying our customers, and the accelerated delivery of our strategic objectives.“
The Consortium commented:
“Senior is a highly regarded engineering company with compelling technical capabilities and deep, longstanding customer relationships. As long-term investors in both aerospace and industrial sectors, the Consortium has conviction in Senior and its growth potential. The breadth of our platform, coupled with significant operational expertise and access to long-term capital, puts Senior in a strong position to capitalize on the opportunities ahead.“