Veralto announced a definitive agreement to acquire Colorado-based In-Situ for $435 million as the company expands its presence across high-growth environmental water and hydrology markets. After accounting for estimated tax benefits, the purchase price is approximately $422 million. The deal is expected to close in the first quarter of 2026 pending customary closing conditions.
Alongside the acquisition, Veralto’s Board of Directors authorized a share repurchase program of up to $750 million. Repurchases may occur over time through open market transactions or privately negotiated agreements at the company’s discretion. The new authorization reflects Veralto’s continued focus on disciplined capital allocation and long-term value creation for shareholders.
In-Situ is a global provider of environmental water measurement and monitoring technologies, including water quality sondes, sensors and data management software used to assess surface and groundwater quality and quantity. The company has demonstrated a strong track record of innovation, offering differentiated technologies that are simple for customers to operate. Its portfolio aligns closely with Veralto’s OTT HydroMet business within the company’s water analytics segment, creating significant opportunities for operational and commercial synergies.
The combined platform is expected to deepen Veralto’s position across surface and groundwater quality markets while expanding its reach into faster-growing water applications that support public health and economic resilience. In recent years, In-Situ has delivered high single-digit revenue growth. For 2025, the company is projected to generate approximately $80 million in sales with gross margins of about 50 percent and mid-teens EBITDA margins.
Veralto anticipates approximately $11 million in pre-tax run-rate cost synergies by the end of the third year following the acquisition. Additional commercial and operational synergies are expected beyond that timeframe. Based on the tax-adjusted purchase price of $422 million, Veralto estimates that the acquisition reflects a valuation of roughly 19 times In-Situ’s 2025 estimated EBITDA when including expected cost synergies. The transaction will be funded with cash on hand and is expected to yield a double-digit return on invested capital by year five.
Veralto, which generates more than $5 billion in annual revenue, serves industries centered on clean water, food safety and essential goods through a global team of nearly 17,000 associates. In-Situ designs and manufactures instrumentation and software used for water level, water quality and flow monitoring, supported by a mission to develop technologies that help protect the world’s finite environmental resources.
Veralto noted that certain financial metrics included in the announcement, such as return on invested capital and EBITDA, are non-GAAP financial measures intended to offer investors additional clarity alongside GAAP results.
KEY QUOTES
“As a premier provider of water analytic technologies, In-Situ enables Veralto to tap into faster growing applications within the water ecosystem that are essential for public health and economic security while providing an ideal complement to OTT HydroMet’s product portfolio within our Water Quality segment. The combination of In-Situ and OTT HydroMet will create significant opportunities to accelerate growth, drive operational efficiency and deliver value for all stakeholders, and we look forward to welcoming the In-Situ team to Veralto.”
Jennifer L. Honeycutt, President and Chief Executive Officer, Veralto
“As I reflect on In-Situ’s journey and this next exciting chapter with Veralto, I’m filled with gratitude for the extraordinary people who have poured their talent and passion into this company. Today, we carry their legacy forward, joining Veralto in a powerful combination that will accelerate our global growth and deliver even stronger solutions to protect the environment and improve lives around the world.”
Christopher McKee, Chairman, In-Situ
