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Analysis ULS

The deal bill inside UL Solutions' unchanged margin target

Transaction and integration costs remain in adjusted profit. Our comparison measures the share of expected operating improvement they absorb as the company strengthens its growth outlook.

Illustration of a generic electrical safety laboratory with blank enclosures and copper wiring.
Illustration.

UL Solutions kept its full-year adjusted profit-margin target at about 27% while strengthening its sales outlook. Inside that unchanged target is a growing acquisition and integration bill that the safety-testing company leaves in adjusted profit.

The company expects transaction and integration costs of $37 million to $40 million in 2026, compared with $10 million actually incurred in 2025. About half that annual bill is expected in the fourth quarter, following the October 1 completion of its $686 million purchase of Eurofins Scientific's electrical and electronics business.

These costs cover acquisitions and disposals across the portfolio, rather than only the Eurofins purchase. They sit in selling and administrative expenses and remain in adjusted EBITDA, a profit measure that removes interest, taxes, depreciation, amortization and selected other items.

UL Solutions' transaction and integration costs. Dollars in millions.
Period2026 forecast2025 actual
Fourth quarter$18–$21$2
Full year$37–$40$10

Research by Ticker Byline shows that management's expected incremental transaction-cost drag would absorb 45% of its forecast underlying margin improvement. The company projects about two percentage points of underlying expansion, offset by 0.9 percentage point from higher transaction costs than in 2025. The 27% target already includes that burden.

Stronger operations provide room for the bill

The latest results show more profit as well as more sales. Third-quarter revenue rose 5.1% to $823 million, and organic growth, which excludes acquisitions, disposals and currency effects, reached 7%. GAAP operating income increased to $162 million from $156 million. Consolidated net income rose to $117 million from $106 million.

Adjusted EBITDA increased 8.3% to $235 million. Its margin reached 28.6%, up from 27.7%, even with $6 million of quarterly transaction and integration costs retained in the measure.

UL Solutions now expects about 6.5% organic revenue growth for the year, compared with its August forecast of growth in the mid-single digits. Nine-month operating cash flow rose to $594 million from $456 million; free cash flow after capital spending increased to $395 million from $317 million.

The integration runs beyond this year

The Eurofins purchase was announced in April and its closing was announced October 1. The new detail is the cost schedule and integration timetable. UL Solutions expects back-office integration to be substantially complete by the end of 2027, with sales and laboratory-utilization benefits largely realized by the end of 2028. April's original plan already allowed three years after closing for cost synergies.

Management says the acquired business's projected adjusted EBITDA remains largely in line with original expectations. For investors, the next test is delivering that integration while preserving the stronger operating performance that supports the unchanged margin target. Our UL Solutions company profile tracks the transaction dates, funding and financial comparisons.