Advent International, L.P. proposed to acquire Spectris plc (LSE:SXS) from group of shareholders for £3.9 billion on June 9, 2025. Advent International reached agreement to acquire Spectris on June 23, 2025. As of August 1, 2025, Advent and Spectris they have reached agreement on the terms of a recommended increased cash offer at an offer value of £41.00 per Spectris Share, comprising £40.72 in cash and an interim dividend of £0.28 per Spectris Share valued at £4.2 billion. A cash consideration valued at £37.63 per share will be paid by Advent International, L.P of which £37.35 in cash and an interim dividend of £0.28 to be paid valued at £3.9 billion. The Cash Consideration payable by Bidco to Spectris Shareholders will be financed by a combination of equity investment of £1,702,687,035 from funds managed and/or advised by Advent and its affiliates, £600 million from CPP Investments, acting through its wholly-owned subsidiary, CPPIB Investor, and MI Metron Co-Invest; and debt of a senior term loan of £1,750 million and a £325 million multicurrency senior revolving credit facility to be provided by Morgan Stanley Bank International Limited, Barclays Bank PLC and HSBC Bank plc under the Interim Facilities Agreement. In due course, Bidco intends to enter into a senior facilities agreement with, among others, the Interim Lenders and to utilise the facilities made available under the senior facilities agreement in lieu of the Interim Facilities Agreement. The transaction is subject to approval of merger agreement by target board, consummation of due diligence investigation and definitive agreement. The board has been unanimously recommend that Spectris Shareholders vote in favour of the Scheme at the Court Meeting and the Resolutions to be proposed at the General Meeting. The Acquisition is expected to be effected by means of a Court-sanctioned scheme of arrangement between Spectris and Scheme Shareholders. the approval of the Scheme by a majority in number of the Scheme Shareholders present and voting at the Court Meeting, either in person or by proxy, representing at least 75% in value of the Scheme Shares voted by those Scheme Shareholders, the passing of a special resolution implementing the Scheme by Spectris Shareholders representing at least 75%. of votes cast at the General Meeting. The Scheme will be governed by English law and will be subject to the jurisdiction of the Court. The Scheme will be subject to the applicable requirements of the Code, the Panel, the London Stock Exchange, the Court and the FCA. The Acquisition is expected to complete in or by Q1 2026. As of July 1, 2025, KKR revised proposal regarding a possible cash offer for Spectris of £40.00 per Spectris Share, including an interim dividend of £0.28 per Spectris Share, subject to Spectris Board approval. The Spectris Board has considered the financial terms of the KKR Offer and concluded that the KKR Offer represents a superior offer for Spectris Shareholders as compared to the Advent Offer. Accordingly, the Spectris Board has decided unanimously to withdraw its recommendation for the Advent Offer and intends to unanimously recommend the KKR Offer to Spectris Shareholders. The Spectris Board considered the financial terms of the KKR Offer and concluded that the KKR Offer represents a superior offer for Spectris Shareholders as compared to the Advent Offer. Accordingly, the Spectris Board has decided unanimously to withdraw its recommendation for the Advent Offer and intends to unanimously recommend the KKR Offer to Spectris Shareholders. The Spectris Directors intend to unanimously recommend to Spectris Shareholders in connection with the Increased Advent Offer and The Spectris Directors unanimously withdrew their recommendation of the KKR Offer and intend to adjourn the related Shareholder Meetings relating to the KKR Offer. As of August 5, 2025, KKR and Spectris have reached agreement on the terms of a recommended increased cash offer at an offer value of £41.75 per Spectris Share, comprising £41.47 in cash and an interim dividend of £0.28 per Spectris Share. In light of their recommendation of the Increased KKR Offer, the Spectris Directors have decided unanimously to withdraw their recommendation of the Increased Advent Offer. The Spectris Board concluded that KKR's offer represents superior value for Spectris Shareholders as compared to the Increased Advent Offer and recommended that Spectris Shareholders take no further action at this stage in relation to the Increased Advent Offer. The Shareholder Meetings relating to the Increased KKR Offer will take place, as planned, on August 27, 2025.

Goldman Sachs International, N.M. Rothschild & Sons Limited, BofA Securities and Barclays acted as financial advisors and Victoria MacDuff, Harry Hecht, Tina Zhuo, Chris Sharpe and Phil Linnard of Slaughter and May acted as legal advisor, Equiniti Limited acted as registrar for Spectris. Morgan Stanley & Co. International plc, and PJT Partners (UK) Limited acted as financial advisers, Cleary Gottlieb Steen & Hamilton LLP (M&A) and Barry Fishley, Hayley Lund, John O'Loughlin, Jonathan Wood, Nafees Saeed, Neil Rigby, Oliver Walker, Patrick Brendon, Shawn Brett Cooley, Timothy C. Welch, Tom Richards, Laura Murray, Chris Thomas, Thomas Weatherill, Jack Gray, Annagiulia Zanazzo, Mark Taylor and Maxim Frolov of Weil, Gotshal & Manges (London) LLP (debt and equity financing and antitrust), are acting as legal advisers to Advent and Bidco. Freshfields LLP is acting as legal adviser to CPP Investments. Paul Whitelock, Kit McCarthy and James Dunnett of Norton Rose Fulbright acted as legal advisor to Morgan Stanley & Co. International plc.