Trading Update

Spire Healthcare Group plc (LSE: SPI) ('Spire Healthcare', 'the Group' or 'the Company'), a leading independent healthcare group in the UK, today announces a trading update for the period ending 31 October 2025, an update on its FY26 outlook and the successful extension of its existing lending facilities.

FY25 trading

Spire update

Since our interim results in July, trading has been positive with Group revenue growth of 3.6% y/y in the four-month period from July to October 20251. The business has responded well to the challenges of inflation and the increase in National Minimum Wage and employer National Insurance Contributions. Our transformation programme is on track to deliver £30m of new savings during the year, which includes an uplift of £10m that was identified in early 2025 in response to the increase in National Insurance and National Minimum Wage. This uplift offsets half of the additional cost with more savings to come in 2026.

The launch of our Patient Support Centres (PSCs) in the summer, which saw us transfer patient booking and administrative functions from nearly all Hospitals into three centres, was an important part of this. Whilst we saw some initial disruption to private bookings after their launch, this has largely settled and they are now gaining in efficiency and contributing towards improving private patient trends and are a key platform for future growth.

Primary Care remains on track and we have recently opened a new outpatient-led clinic in Kings Lynn, supporting referrals to nearby Norwich and Cambridge hospitals.

Market trends

Self-pay trends have continued to improve and PMI trends are broadly unchanged since H1. However, this has not been sufficient to offset the well-publicised recent slowdown in NHS commissioning activity to the Independent Sector, due to Integrated Care Board budgetary restrictions. We continue to work with local commissioners to navigate what we believe to be a near-term challenge and deliver quality care outcomes and continuity of care for patients.

FY25 outlook

Bringing this together, despite strong progress in business transformation, due to market trends, we expect full-year adjusted Group EBITDA for FY25 to be around the bottom end of our guidance range of £270m to £285m.

FY26 outlook

Spire strategy

We expect continued improvement in Self-Pay and PMI trends as our PSCs reach operational maturity, albeit there remains the possibility of ongoing proactive tendering in the PMI sector. We are prioritising investments to further strengthen PMI partnerships, self-pay marketing and patient experience including further progress with the services offered by our PSCs.

In Primary Care we intend to continue building scale supported by bolt-on M&A in high growth areas, which also drives referral activity into our Hospital business.

We also expect to deliver a further £30m of new savings, which is already supported by a detailed plan.

Market environment

We anticipate NHS volumes to be a material uncertainty across the sector, particularly in Q1. We note that the NHS has recently published a consultation on 2026/27 NHS Payment Scheme prices. The proposed annual tariff uplift falls significantly short of the prevailing rate of inflation. We will contribute actively to this consultation to support the partnership agreement between the NHS and Independent Sector.

FY26 outlook

Given our current visibility on the market environment, we would expect FY26 Group adjusted EBITDA to be broadly in line or slightly ahead of 2025. Looking further ahead, we would naturally expect this market environment to lead to further growth in private patient volumes and we remain confident in the medium-term outlook.

Extension of debt facilities

We are pleased to announce an 18-month extension to the maturity of our existing banking facilities of £425 million to August 2028. Terms are unchanged from our previous arrangement, and the facility still comprises of a term loan of £325m and a £100m revolving credit facility with the same syndicate of lenders.

Evaluation of actions to drive shareholder value

As announced on 19 September, the company is actively evaluating actions that could drive long-term sustainable shareholder value. As part of this review, it has commenced discussions with a number of parties in relation to a range of potential options, which may include (but is not limited to) a potential sale of the Company, value generation from the Hospital property estate and increased strategic focus on private payors.

The process remains ongoing and at this early stage there can be no certainty either that any offer will be made for the Company nor as to the terms of any offer, if made.

The Board will make a further announcement on this matter in due course as appropriate.

Important Takeover Code (the "Code") note

Following its announcement on 19 September, the Company entered into an 'offer period' for the purposes of the Code and as a result became subject to the rules of the Code including Rule 28 relating to profit forecasts. The following statements in this announcement are considered profit forecasts for these purposes (the "Forecasts"):

• "we expect full-year adjusted Group EBITDA for FY25 to be around the bottom end of our guidance range of £270m to £285m."; and
• "we would expect FY26 Group adjusted EBITDA to be broadly in line or slightly ahead of 2025."

Given the requirement to announce inside information under the UK Market Abuse Regulation as soon as possible, there has not been time for the Company to obtain the reports normally required by Rule 28 in relation to the Forecasts. However, the Takeover Panel Executive has confirmed that the Company may comply with the requirements of Rule 28 of the Code in due course.

Appendix

H1 25 Group revenue growth was 4.9% y/y1.

Note

1. Unless otherwise stated, y/y growth metrics are presented on a comparable basis, consistent with the representation of comparable growth metrics at the time of the H1 25 results. On 31 March 2024, the Group sold the business operations and assets of Spire Tunbridge Wells to the local NHS Trust. On 31 March 2025, the Group acquired Acorn Occupational Health Limited (Acorn). On 30 July 2025, the Group acquired Physiolistic. Therefore, where meaningful, we have presented certain financial information on a 'Comparable Basis' where we have deducted the contribution from Tunbridge Wells, Acorn and Physiolistic in the referred periods of the prior and current year, respectively.

Rule 26.1 disclosure

Additional Information