Xylem to Acquire Cornell Pump and Roper Pump

“The long-term demand drivers supporting our business continue to strengthen, creating new opportunities across industrial markets where water is increasingly critical to operational success,” said Matthew Pine, President and CEO of Xylem. “This acquisition expands our presence in key growth sectors and enhances our ability to help customers address evolving operational requirements. It also strengthens our portfolio in ways that support long-term value creation.”

Expanding Industrial Capabilities
The Cornell Pump and Roper Pump businesses broaden Xylem's participation in industrial and municipal applications where customer requirements extend beyond traditional pumping needs. This portfolio extension expands Xylem's ability to serve sectors where industrial modernization and increasing complexity are driving stronger requirements for reliability, operational continuity and process efficiency, making specialized technologies and application expertise increasingly critical.

The businesses add highly engineered pumping technologies designed to move fluids that are more difficult to handle, including applications involving slurry transport, solids handling and demanding suction-lift requirements. They also bring patented self-priming capabilities and specialized expertise developed in construction and mining, food and beverage, agriculture, energy, and municipal applications. The businesses will be reported in Xylem’s Water Infrastructure segment.

Transaction Overview¹
The purchase price of $1.46 billion represents approximately 11.6x 2026 projected EBITDA after run-rate cost synergies of $23 million and an estimated $170 million of expected tax benefits. The businesses are expected to generate greater than $260 million in revenue in 2026 with EBITDA margins in excess of 30%.

The acquisition is expected to be accretive to Xylem's adjusted earnings per share in 2027.

The transaction, which is expected to close in the fourth quarter of 2026, is subject to the receipt of required regulatory approvals and other customary closing conditions.

Advisors
Centerview Partners is serving as financial advisor and Gibson, Dunn & Crutcher LLP is serving as legal advisor to Xylem. Evercore Group LLC and Goldman Sachs & Co. LLC are serving as financial advisors and Debevoise & Plimpton LLP is serving as legal advisor to Indicor.

¹ As used below: 1) “EBITDA” is defined as earnings before interest, taxes, depreciation and amortization expense; 2) “EBITDA margin” is defined as EBITDA divided by revenue; and 3) “adjusted earnings per share” is defined as diluted earnings per share, adjusted to exclude restructuring and realignment costs, amortization of acquired intangible assets, gain or loss from sale of businesses, special charges and tax-related special items, as applicable.