Mitie backs £3.1bn cash takeover by OCS

Mitie has agreed to be acquired by OCS Group in a recommended cash transaction valuing the facilities-management company at about £3.1 billion. The agreed terms provide Mitie shareholders with 218.5 pence in cash per share plus a proposed final dividend of up to 3.1 pence, giving a total potential value of up to 221.6 pence per share.

Mitie’s board has unanimously recommended the offer and stated that it intends to vote its own holdings in favour of the deal. If completed, the acquisition will bring nearly four decades of Mitie’s listing on the London Stock Exchange to an end, with the company set to be taken private under OCS ownership.

The offer terms combine a direct cash payment with Mitie’s proposed final dividend, aligning the transaction value with the company’s existing dividend plans. The acquisition price represents a reported 44.7% premium to Mitie’s closing share price on 20 July and has also been described as a 46.8% premium to a closing price of 151.0 pence on the same date, reflecting alternative premium calculations used in the market.

Mitie’s previously announced £100 million share buyback programme was suspended immediately following the announcement of the recommended offer. The halt to the buyback reflects the shift in capital allocation priorities once a takeover agreement is in place and preserves cash ahead of the envisaged change in ownership.

The companies expect the acquisition to complete in the first quarter of 2027, subject to a series of conditions. These include the approval of Mitie shareholders and a range of regulatory clearances, with specific reference to competition and national security or antitrust reviews that must be satisfied before closing.

Until these approvals are secured, Mitie will remain a listed company, and the transaction structure anticipates a subsequent delisting once the acquisition becomes effective. The timeline highlights that the deal is a multi-year process rather than an immediate change of control.

Following the announcement of the recommended offer, Mitie shares rose about 40–41% in early trading to around 212–214 pence. Despite the sharp rally to a record trading range, the share price remained below the maximum implied offer value of 221.6 pence per share.

OCS is owned by private equity firm Clayton, Dubilier & Rice and employs about 135,000 staff, while Mitie employs around 84,000 people. The combined group is reported to have roughly 219,000 employees and around £8.5 billion of annual revenue, underscoring the scale of the enlarged facilities-management business that would be created if the deal proceeds.