Filing Flows › Kohl's (KSS) › Takeover & LBO
Is Kohl's (KSS) a takeover target?
A leveraged buyout at today's price plus 30% ($31.07 a share) would return about 23% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $33.38 a share (40% against today's $23.90). Historically 4.3% of companies with its figures were bought within a year (0.86× the average).
The buyout, step by step
| Entry | Amount | How |
|---|---|---|
| Offer price a share | $31.07 | today's $23.90 plus 30% |
| × shares | 118.0 million | |
| = Equity value | $3.7B | |
| + Debt refinanced | $1.3B | |
| − Cash | $821M | |
| = Enterprise value | $4.2B | 3.2× EBITDA of $1.3B |
| Fees | $83.4M | 2% of the price |
| New debt | $2.7B | 2.1× EBITDA at 7.65% a year; the limit that binds: 65% of the price |
| Buyer's own money | $1.5B | 36% of the cost |
5 years under the buyer
| Year | Revenue | EBITDA | Interest | Free cash flow | Debt left |
|---|---|---|---|---|---|
| Year 1 | $15.0B | $1.3B | $207M | $667M | $2.0B |
| Year 2 | $14.8B | $1.2B | $156M | $697M | $1.3B |
| Year 3 | $14.8B | $1.2B | $103M | $740M | $607M |
| Year 4 | $15.0B | $1.3B | $46.4M | $777M | $0 |
| Year 5 | $15.5B | $1.3B | $0 | $817M | $0 |
The exit and the buyer's return
| Exit | Amount | |
|---|---|---|
| Exit multiple | 2.6× EBITDA | today's trading multiple, before any premium |
| Enterprise value at exit | $3.3B | |
| − Debt left | $0 | |
| + Cash built up | $987M | |
| = Buyer's equity | $4.3B | |
| Money multiple | 2.80× | on $1.5B put in |
| Buyer's yearly return (IRR) | 22.9% |
Price against return
What the buyer makes at other premiums over today's $23.90; the IRR reaches 20% at $33.38 a share.
| Premium | Price a share | Buyer's IRR |
|---|---|---|
| 10% | $26.29 | 29.1% |
| 20% | $28.68 | 25.9% |
| 30% | $31.07 | 22.9% |
| 40% | $33.46 | 19.9% |
| 50% | $35.85 | 17.0% |
The figures used
| Figure | Amount | |
|---|---|---|
| Revenue, last 12 months | $15.4B | |
| EBITDA, last 12 months | $1.3B | 8.4% of revenue |
| Depreciation and amortization | $697M | |
| Capital spending | $318M | |
| Debt | $1.3B | |
| Cash | $821M | |
| Share price | $23.90 | on Nov 6, 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 -2.9% 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, Kohl's would cost about $31.67 a share, $3.7B for all its shares.
| Premium | % | Price a share | All shares |
|---|---|---|---|
| Low end (a quarter of deals paid less) | 20% | $28.68 | $3.4B |
| Median | 32.5% | $31.67 | $3.7B |
| High end (a quarter paid more) | 51.8% | $36.28 | $4.3B |
The odds, from history
Historically 4.3% of companies with its figures were bought within a year (0.86× 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.
Kohl's latest quarter
Kohl's, Q2 FY27: revenue $3.5B (-0.9% year over year), operating margin 7.4%, net earnings $151M, operating cash flow $552M. The chart follows the revenue to costs, profit and cash.
Questions
Is Kohl's being acquired?
No headline, 8-K or 13D about a sale is on file in the last year.
Could private equity buy Kohl's?
A leveraged buyout at today's price plus 30% ($31.07 a share) would return about 23% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $33.38 a share (40% against today's $23.90).
What would a takeover of Kohl's 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, Kohl's would cost about $31.67 a share, $3.7B for all its shares.
Updated Nov 8, 2026. Read automatically from SEC filings and public data; errors are possible. Not investment advice.