Spire Healthcare agrees £1.03bn takeover by Toscafund-led consortium

Offer terms

The offer is 250p in cash for each Spire share. It implies an enterprise value of about £2.31bn. At that price, it is a 66.2% premium to Spire's 150.4p close on 13 May, the last business day before the possible offer was announced. The board unanimously recommended the cash offer.

Spire is the UK's largest private hospital operator and a member of the FTSE 250. It operates 38 hospitals in England, Wales and Scotland, including the Claremont in Sheffield and St Anthony's in south London, and its hospitals and clinics treated 1.36 million patients in 2025, according to the Guardian. It also runs a network of private GPs and provides workplace health services to more than 1,400 employers.

Strategic review

The takeover follows a strategic review Spire announced last September, when it said it was in discussions with several parties about a possible sale. The board said the cash offer provided shareholders with certain value following a review that involved discussions with more than 60 potential buyers over roughly eight months. The Guardian reported Toscafund was already Spire's second largest shareholder and Mediclinic, a private healthcare group founded in South Africa, is the largest. Spire had earlier been in talks with Bridgepoint and Triton, which both pulled out in March.

Buyer plans

Tulip UK Bidco is backed by funds managed or advised by Toscafund Asset Management and Ares Management, among others. Toscafund was founded in 2000 by Martin Hughes. The buyer said private ownership would give Spire greater flexibility to invest for the long term, with plans centred on its core hospitals business plus technology, artificial intelligence and digital patient services. It said private ownership would also give greater access to capital for growth, including potential mergers and acquisitions.

The buyers said they plan a further year-long review after completion that may lead to changes in Spire's primary care businesses. That could reduce the number of people employed through its private GP network if parts of the business are divested, according to Tulip UK's offer.

Spire said the offer came against cost pressures, particularly inflation, and subdued investor sentiment in the UK public markets. Debbie White, chair-designate, said the long-term prospects for independent healthcare in the UK are strong, but cost pressures have been material, including increases in national insurance contributions and the national minimum wage. She said the board was satisfied the acquisition was the best available outcome for shareholders.

Martin Hughes, Toscafund's chief executive, said his fund has a track record of backing successful healthcare businesses to grow and improve. He added:

"As a private company, Spire would have the freedom to plan for the long term and the agility to move faster: investing in its hospitals and people, putting the latest technology to work and setting new standards in patient care."

Spire shares rose 3.2% in early trading on Monday to about 246p, still below the 250p offer.

The Guardian reported the deal comes despite concerns about the creeping privatisation of the health service. It cited an April study that found private companies providing services to the NHS, including healthcare and consultancy, made £1.6bn in profit over the past two years.

Management changes

Alongside the deal, Spire announced management changes. Justin Ash will retire after nine years as chief executive. Vice chair Sir David Sloman will become interim chief executive while a permanent replacement is sought. Sir Ian Cheshire will step down as chair, and Debbie White will take the role on an interim basis.

After completion, Bidco intends to appoint former Circle Health Group chief executive Paolo Pieri as chair and a new permanent chief executive to lead Spire under private ownership.

Approvals

The acquisition is expected to be implemented through a court-sanctioned scheme of arrangement, subject to shareholder, court and regulatory approvals.