Filing Flows › Badger Meter (BMI) › Takeover & LBO
Is Badger Meter (BMI) a takeover target?
A leveraged buyout at today's price plus 30% ($200.32 a share) would return a loss of about 5% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $87.40 a share (−43% against today's $154.09). Historically 3.8% of companies with its figures were bought within a year (0.76× the average).
The buyout, step by step
| Entry | Amount | How |
|---|---|---|
| Offer price a share | $200.32 | today's $154.09 plus 30% |
| × shares | 28.9 million | |
| = Equity value | $5.8B | |
| + Debt refinanced | $0 | |
| − Cash | $67.9M | |
| = Enterprise value | $5.7B | 32.4× EBITDA of $176M |
| Fees | $114M | 2% of the price |
| New debt | $970M | 5.5× EBITDA at 7.65% a year; the limit that binds: 5.5× EBITDA |
| Buyer's own money | $4.9B | 83% of the cost |
5 years under the buyer
| Year | Revenue | EBITDA | Interest | Free cash flow | Debt left |
|---|---|---|---|---|---|
| Year 1 | $862M | $173M | $74.2M | $58.0M | $912M |
| Year 2 | $854M | $171M | $69.8M | $60.2M | $852M |
| Year 3 | $857M | $172M | $65.2M | $63.6M | $789M |
| Year 4 | $872M | $175M | $60.3M | $67.9M | $721M |
| Year 5 | $898M | $180M | $55.1M | $73.8M | $647M |
The exit and the buyer's return
| Exit | Amount | |
|---|---|---|
| Exit multiple | 24.8× EBITDA | today's trading multiple, before any premium |
| Enterprise value at exit | $4.5B | |
| − Debt left | $647M | |
| = Buyer's equity | $3.8B | |
| Money multiple | 0.79× | on $4.9B put in |
| Buyer's yearly return (IRR) | −4.7% |
Price against return
What the buyer makes at other premiums over today's $154.09; the IRR reaches 20% at $87.40 a share.
| Premium | Price a share | Buyer's IRR |
|---|---|---|
| 10% | $169.50 | −0.7% |
| 20% | $184.91 | −2.8% |
| 30% | $200.32 | −4.7% |
| 40% | $215.73 | −6.4% |
| 50% | $231.13 | −7.9% |
The figures used
| Figure | Amount | |
|---|---|---|
| Revenue, last 12 months | $881M | |
| EBITDA, last 12 months | $176M | 20.0% of revenue |
| Depreciation and amortization | $11.1M | |
| Capital spending | $16.3M | |
| Debt | $0 | |
| Cash | $67.9M | |
| Share price | $154.09 | on Oct 23, 2026 |
Fixed rules, the same as the interactive view's starting point: the shares are bought at today's price plus 30%, the company's debt is refinanced and fees take 2%. New debt is the least of 5.5× EBITDA, 65% of the price and the amount whose interest EBITDA covers 2 times, at 7.65% a year (SOFR 3.89% plus the high-yield B spread 3.26% plus 0.5%, rates of Oct 15, 2026). Revenue grows -2.2% in the first year — the company's own rate, held between −3% and +8% — fading to 3% by year 5; the EBITDA margin, depreciation and capital spending stay at today's share of revenue; working capital takes 10% of each year's added revenue; tax is 28% of profit after interest. Every dollar of free cash flow repays debt. After 5 years the buyer sells at today's multiple of EBITDA.
What a takeover could cost
Takeovers in its sector paid a median premium of 40% over the share price before the deal (the middle half 14.7% to 60.2%), according to the 20 merger proxies and tender-offer responses on EDGAR that state a premium. At the median, Badger Meter would cost about $215.73 a share, $6.2B for all its shares.
| Premium | % | Price a share | All shares |
|---|---|---|---|
| Low end (a quarter of deals paid less) | 14.7% | $176.74 | $5.1B |
| Median | 40% | $215.73 | $6.2B |
| High end (a quarter paid more) | 60.2% | $246.85 | $7.1B |
The odds, from history
Historically 3.8% of companies with its figures were bought within a year (0.76× the average). Its figures put it in decile 4 of 10 (10 = the most likely to be bought). The odds come from a model of every merger proxy, tender-offer response and going-private statement filed on EDGAR since 2011, set against each company's size, margins, debt, cash flow and growth the year before.
Badger Meter's latest quarter
Badger Meter, Q3 2026: revenue $236M (+0.1% year over year), operating margin 20.2%, net earnings $35.9M, operating cash flow $43.3M. The chart follows the revenue to costs, profit and cash.
Questions
Is Badger Meter being acquired?
No headline, 8-K or 13D about a sale is on file in the last year.
Could private equity buy Badger Meter?
A leveraged buyout at today's price plus 30% ($200.32 a share) would return a loss of about 5% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $87.40 a share (−43% against today's $154.09).
What would a takeover of Badger Meter cost?
Takeovers in its sector paid a median premium of 40% over the share price before the deal (the middle half 14.7% to 60.2%), according to the 20 merger proxies and tender-offer responses on EDGAR that state a premium. At the median, Badger Meter would cost about $215.73 a share, $6.2B for all its shares.
Updated Nov 8, 2026. Read automatically from SEC filings and public data; errors are possible. Not investment advice.