Filing Flows › Itron (ITRI) › Takeover & LBO
Is Itron (ITRI) a takeover target?
A leveraged buyout at today's price plus 30% ($124.57 a share) would return a loss of about 3% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $67.91 a share (−29% against today's $95.82). Historically 3.7% of companies with its figures were bought within a year (0.74× the average).
The buyout, step by step
| Entry | Amount | How |
|---|---|---|
| Offer price a share | $124.57 | today's $95.82 plus 30% |
| × shares | 44.4 million | |
| = Equity value | $5.5B | |
| + Debt refinanced | $1.3B | |
| − Cash | $840M | |
| + Other claims | $20.6M | preferred stock, minority interests |
| = Enterprise value | $6.0B | 15.5× EBITDA of $387M |
| Fees | $120M | 2% of the price |
| New debt | $2.1B | 5.5× EBITDA at 7.65% a year; the limit that binds: 5.5× EBITDA |
| Buyer's own money | $4.0B | 65% of the cost |
5 years under the buyer
| Year | Revenue | EBITDA | Interest | Free cash flow | Debt left |
|---|---|---|---|---|---|
| Year 1 | $2.3B | $375M | $163M | $164M | $2.0B |
| Year 2 | $2.2B | $369M | $150M | $170M | $1.8B |
| Year 3 | $2.2B | $369M | $137M | $182M | $1.6B |
| Year 4 | $2.3B | $375M | $123M | $195M | $1.4B |
| Year 5 | $2.3B | $386M | $108M | $213M | $1.2B |
The exit and the buyer's return
| Exit | Amount | |
|---|---|---|
| Exit multiple | 12.2× EBITDA | today's trading multiple, before any premium |
| Enterprise value at exit | $4.7B | |
| − Debt left | $1.2B | |
| = Buyer's equity | $3.5B | |
| Money multiple | 0.88× | on $4.0B put in |
| Buyer's yearly return (IRR) | −2.5% |
Price against return
What the buyer makes at other premiums over today's $95.82; the IRR reaches 20% at $67.91 a share.
| Premium | Price a share | Buyer's IRR |
|---|---|---|
| 10% | $105.40 | 2.4% |
| 20% | $114.98 | −0.2% |
| 30% | $124.57 | −2.5% |
| 40% | $134.15 | −4.5% |
| 50% | $143.73 | −6.3% |
The figures used
| Figure | Amount | |
|---|---|---|
| Revenue, last 12 months | $2.3B | |
| EBITDA, last 12 months | $387M | 16.7% of revenue |
| Depreciation and amortization | $68.9M | |
| Capital spending | $27.4M | |
| Debt | $1.3B | |
| Cash | $840M | |
| Share price | $95.82 | 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 -3.0% 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 15% 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, Itron would cost about $134.15 a share, $6.0B for all its shares.
| Premium | % | Price a share | All shares |
|---|---|---|---|
| Low end (a quarter of deals paid less) | 14.7% | $109.91 | $4.9B |
| Median | 40% | $134.15 | $6.0B |
| High end (a quarter paid more) | 60.2% | $153.50 | $6.8B |
The odds, from history
Historically 3.7% of companies with its figures were bought within a year (0.74× the average). Its figures put it in decile 3 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.
Itron's latest quarter
Itron, Q3 2026: revenue $599M (+3% year over year), operating margin 15.9%, net earnings $71.4M, operating cash flow $102M. The chart follows the revenue to costs, profit and cash.
Questions
Is Itron being acquired?
No headline, 8-K or 13D about a sale is on file in the last year.
Could private equity buy Itron?
A leveraged buyout at today's price plus 30% ($124.57 a share) would return a loss of about 3% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $67.91 a share (−29% against today's $95.82).
What would a takeover of Itron 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, Itron would cost about $134.15 a share, $6.0B for all its shares.
Updated Nov 8, 2026. Read automatically from SEC filings and public data; errors are possible. Not investment advice.