Filing Flows › Celsius Holdings (CELH) › Takeover & LBO
Is Celsius Holdings (CELH) a takeover target?
A leveraged buyout at today's price plus 30% ($37.86 a share) would return about 3% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $22.48 a share (−23% against today's $29.12). Historically 4.5% of companies with its figures were bought within a year (0.9× the average).
The buyout, step by step
| Entry | Amount | How |
|---|---|---|
| Offer price a share | $37.86 | today's $29.12 plus 30% |
| × shares | 254.9 million | |
| = Equity value | $9.6B | |
| + Debt refinanced | $675M | |
| − Cash | $701M | |
| = Enterprise value | $9.6B | 21.3× EBITDA of $451M |
| Fees | $192M | 2% of the price |
| New debt | $2.5B | 5.5× EBITDA at 7.65% a year; the limit that binds: 5.5× EBITDA |
| Buyer's own money | $7.3B | 75% of the cost |
5 years under the buyer
| Year | Revenue | EBITDA | Interest | Free cash flow | Debt left |
|---|---|---|---|---|---|
| Year 1 | $3.4B | $487M | $190M | $156M | $2.3B |
| Year 2 | $3.7B | $520M | $178M | $191M | $2.1B |
| Year 3 | $3.9B | $549M | $163M | $225M | $1.9B |
| Year 4 | $4.0B | $572M | $146M | $259M | $1.7B |
| Year 5 | $4.1B | $589M | $126M | $291M | $1.4B |
The exit and the buyer's return
| Exit | Amount | |
|---|---|---|
| Exit multiple | 16.4× EBITDA | today's trading multiple, before any premium |
| Enterprise value at exit | $9.7B | |
| − Debt left | $1.4B | |
| = Buyer's equity | $8.3B | |
| Money multiple | 1.13× | on $7.3B put in |
| Buyer's yearly return (IRR) | 2.5% |
Price against return
What the buyer makes at other premiums over today's $29.12; the IRR reaches 20% at $22.48 a share.
| Premium | Price a share | Buyer's IRR |
|---|---|---|
| 10% | $32.03 | 7.4% |
| 20% | $34.94 | 4.8% |
| 30% | $37.86 | 2.5% |
| 40% | $40.77 | 0.5% |
| 50% | $43.68 | −1.3% |
The figures used
| Figure | Amount | |
|---|---|---|
| Revenue, last 12 months | $3.2B | |
| EBITDA, last 12 months | $451M | 14.2% of revenue |
| Depreciation and amortization | $38.8M | |
| Capital spending | $61.7M | |
| Debt | $675M | |
| Cash | $701M | |
| Share price | $29.12 | on Oct 30, 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 8.0% 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 19% 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 on record paid a median premium of 32.5% over the share price before the deal (the middle half 20% to 51.8%), according to the 1,437 merger proxies and tender-offer responses on EDGAR that state a premium. At the median, Celsius Holdings would cost about $38.58 a share, $9.8B for all its shares.
| Premium | % | Price a share | All shares |
|---|---|---|---|
| Low end (a quarter of deals paid less) | 20% | $34.94 | $8.9B |
| Median | 32.5% | $38.58 | $9.8B |
| High end (a quarter paid more) | 51.8% | $44.20 | $11.3B |
The odds, from history
Historically 4.5% of companies with its figures were bought within a year (0.9× the average). Its figures put it in decile 5 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.
Celsius Holdings' latest quarter
Celsius Holdings, Q3 2026: revenue $847M (+17% year over year), operating margin 20.3%, net earnings $127M, operating cash flow $154M. The chart follows the revenue to costs, profit and cash.
Questions
Is Celsius Holdings being acquired?
No headline, 8-K or 13D about a sale is on file in the last year.
Could private equity buy Celsius Holdings?
A leveraged buyout at today's price plus 30% ($37.86 a share) would return about 3% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $22.48 a share (−23% against today's $29.12).
What would a takeover of Celsius Holdings cost?
Takeovers on record paid a median premium of 32.5% over the share price before the deal (the middle half 20% to 51.8%), according to the 1,437 merger proxies and tender-offer responses on EDGAR that state a premium. At the median, Celsius Holdings would cost about $38.58 a share, $9.8B for all its shares.
Updated Nov 8, 2026. Read automatically from SEC filings and public data; errors are possible. Not investment advice.