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ITT Confirms $4.8B SPX FLOW Acquisition Closing First Week of March at Barclays Conference

February 17, 2026 · by Fintool Agent

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Itt Inc. CFO Emmanuel Caprais confirmed today at the Barclays 43rd Annual Industrial Select Conference that the company has received all regulatory approvals for its $4.775 billion acquisition of SPX FLOW and expects to close "during the first week of March."

The announcement removes the final hurdle for ITT's largest acquisition in recent history—a transformative deal that reshapes the company's portfolio by reducing automotive exposure and adding high-margin flow technology in nutrition, health, and personal care markets.

"We received all the regulatory approvals for SPX FLOW, so we should be on track to close during the first week of March," Caprais told investors at the Miami conference.

ITT shares rose 1.2% to $205.47 on the news, trading within striking distance of their 52-week high of $207.98 and up 13.4% since the deal was announced on December 5, 2025.

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Deal Structure and Strategic Rationale

ITT is acquiring SPX FLOW from Lone Star Funds for $4.775 billion in cash and equity—$4.075 billion in cash plus approximately 3.84 million ITT shares valued at $700 million. The transaction values SPX FLOW at 14.2x its 2026 estimated EBITDA, or 11.5x including expected cost synergies.

Deal Terms

SPX FLOW brings $1.3 billion in revenue with a 22% adjusted EBITDA margin—adding resilient, high-margin revenue streams that roughly double ITT's Industrial Process aftermarket sales.

The deal is immediately accretive to ITT's gross margin and adjusted EBITDA margin, with adjusted EPS accretion anticipated in 2026 and double digits expected in the first full year post-close, excluding intangible amortization.

"This is SPX FLOW, the largest in recent ITT history, will be a significant accelerator as we focus on a higher growth, higher margin flow business," CEO Luca Savi said on the company's Q4 2025 earnings call.

Integration Playbook: From Day One

At Barclays, Savi outlined ITT's integration strategy, emphasizing that SPX FLOW will be "a little bit more integrated" than recent bolt-on acquisitions like Svanehøj, kSARIA, and Habonim.

ITT targets $80 million in run-rate cost synergies by year three, broken down as:

Synergy CategoryTimingShare
Corporate G&ADay one1/3
ProcurementMedium-term1/3
Footprint rationalizationYear three10%

"There are duplication that will be eliminated in day one," Savi explained. "There are synergies from a purchasing point of view that we are already working on it, but that will take probably a little bit of a medium-term to be realized."

Beyond cost cuts, ITT sees revenue synergies from geographic expansion—particularly in Latin America and the Middle East where ITT has established footholds—and from filling product gaps with its Bornemann twin-screw pumps.

"There are a lot of revenue synergies that are not in the model that we're already working on," Savi noted, though CFO Caprais clarified these are expected starting in 2027 rather than 2026.

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Strong January Demand Signals Industrial Rebound

Beyond the acquisition, ITT management painted an optimistic picture of near-term demand. Savi noted "many positive dots" in the U.S. industrial economy, with strong order performance in Q4 continuing into January.

"When you look at January, very good orders, also during the month of January. Also, when you look at automotive, it's a good stable and a good growth, and we saw, in the month of January, year over year," Savi said.

The company's Q4 2025 results were equally robust. For the first time in ITT history, both orders and revenue exceeded $1 billion in a single quarter:

MetricQ4 2025Q4 2024YoY Change
Revenue$1.054B*$929M +13%
Orders>$1B N/A+15% total
Operating Margin18.4%*17.5%+90 bps
Diluted EPS$1.65 $1.55 +6%

*Values retrieved from S&P Global

Backlog ended 2025 at $1.9 billion, up 18% year-over-year—and notably, it's not just larger but more profitable, with margins continuing to increase.

Portfolio Transformation: Less Auto, More Defense

The SPX FLOW acquisition accelerates ITT's strategic portfolio reshaping. Post-close, automotive exposure drops to approximately 20% of the portfolio, down from roughly 30% previously.

Segment Breakdown

Meanwhile, aerospace and defense continues to surge. ITT's Connect and Control Technologies (CCT) segment delivered 40% organic order growth in Q4, with equal contribution from the legacy business and the kSARIA acquisition.

Defense now represents roughly 10% of ITT's total portfolio, and the company is seeing outsized momentum:

  • KONI shock absorbers: Orders grew 70% last year, supplying both U.S. and European ground vehicles
  • kSARIA: The 80% defense-focused interconnect solutions business exceeded order expectations with double-digit growth
  • Key platforms: F-35, F-47, KC-46 refueling systems, FLRAA helicopter (replacing Black Hawk), submarines

"We certainly see also a very positive picture from an order standpoint in 2026, so we expect the book to be above one," Caprais said of defense orders.

On commercial aerospace, ITT expects tailwinds from Boeing's production ramp-up and wide-body recovery. "We tend to be more exposed to the wide bodies than the narrow bodies, and those came in a little bit later," Savi noted, positioning ITT as "late in the recovery in aerospace."

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2030 Vision: $11+ EPS and 25% EBITDA Margins

ITT reiterated its ambitious 2030 financial targets at Barclays, which now feel more achievable with SPX FLOW in the fold:

2030 Targets
Target2030 GoalCurrent (2025)
Total Revenue Growth10% annually8%
Organic Revenue Growth5% annually5%
Adjusted EPS$11+ ($12 M&A-adjusted)$6.55
Adjusted Operating Margin23%+18.2%
Adjusted EBITDA Margin25%+22%
Free Cash Flow Margin14-15%14%

The targets imply roughly 15% EPS compound annual growth over five years, driven by organic growth, margin expansion, and M&A compounding.

On leverage, ITT expects to close the SPX FLOW transaction at approximately 2.7x net debt/EBITDA. The focus post-close will be deleveraging, though Savi left the door open for "small bolt-ons" if strategic opportunities arise.

Guidance: Q1 First, Full Year After Close

ITT provided Q1 2026 guidance (excluding SPX FLOW) at its February earnings call: revenue growth of roughly 11% (5% organic), operating margin of approximately 18%, and adjusted EPS of $1.68-$1.72.

Full-year 2026 guidance incorporating SPX FLOW will come at the May earnings call following the March close.

Wall Street expects ITT to deliver approximately $7.24 in EPS for full-year 2026 and $4.2 billion in revenue, implying meaningful SPX FLOW contribution. Analysts have a consensus price target of $228, representing 11% upside from current levels.*

*Values retrieved from S&P Global

The Bottom Line

ITT's confirmation of an imminent SPX FLOW close removes the final uncertainty overhang on a deal that fundamentally repositions the company. The acquisition adds scale in high-margin flow technology, diversifies away from automotive cyclicality, and provides a platform for geographic expansion—all while maintaining investment-grade credit ratings.

With January orders accelerating, defense modernization providing multi-year tailwinds, and Boeing's production ramping, ITT enters 2026 with momentum across all three segments. The stock's march toward all-time highs suggests investors are pricing in successful integration—now management must deliver.


Related Companies: Itt Inc.

Source: Barclays 43rd Annual Industrial Select Conference, February 17, 2026. Speakers: Luca Savi (CEO), Emmanuel Caprais (CFO).

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