SPI: 250p possible offer from Toscafund and reassuring trading update

Research evidence excerpt

SPI: 250p possible offer from Toscafund and reassuring trading update

EQUITY RESEARCH QUICK TAKE

RBC Europe Limited

Natalia Webster, CFA (Analyst)

Charles Weston, CFA (Analyst)

May 14, 2026

Spire Healthcare Group PLC

250p possible offer from Toscafund and reassuring trading update

LSE: SPI | GBp 150.40 | Outperform | Price Target GBp 300

Sentiment: Positive

Our view: Spire has received a non-binding proposal from funds advised by Toscafund (the company's second-largest shareholder

with 18% stake) for a possible cash offer of 250p/sh, representing a 66% premium to the current share price and implies an EV/

EBITDA of 8.4x 2026E from the current 6.9x. The Board has concluded that 250p is a value it would be minded to recommend

unanimously to shareholders, subject to a firm offer and agreement of other terms.

• We expect shares to react strongly this morning.

Potential bid in context. 250p is the same level as Ramsay Healthcare's bid back in 2021, which was increased from its initial

offer of 240p, but rejected by shareholders. While EBITDA is now 50% higher, the investment story has been somewhat volatile,

impacted by NHS demand uncertainty and government-driven cost increases. The current politically-driven challenges around lack

of NHS commissioning has driven the shares from their 1-year peak in Sept-25 of c.250p to the current 150p.

Offer detail. Spire has received a non-binding proposal from funds advised by Toscafund, the company's second-largest

shareholder (with 18% stake). Toscafund has proposed a 250p per share cash offer for the entire issued share capital, with an option

for shareholders to elect an unlisted rollover equity alternative. This follows multiple earlier proposals submitted in the context of

the strategic review, which began in September 2025.