Filing Flows › Middleby (MIDD) › Takeover & LBO
Is Middleby (MIDD) a takeover target?
A leveraged buyout at today's price plus 30% ($154.64 a share) would return about 7% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $104.91 a share (−12% against today's $118.95). Historically 4.7% of companies with its figures were bought within a year (0.93× the average).
The buyout, step by step
| Entry | Amount | How |
|---|---|---|
| Offer price a share | $154.64 | today's $118.95 plus 30% |
| × shares | 45.3 million | |
| = Equity value | $7.0B | |
| + Debt refinanced | $2.0B | |
| − Cash | $159M | |
| = Enterprise value | $8.8B | 13.3× EBITDA of $664M |
| Fees | $177M | 2% of the price |
| New debt | $3.7B | 5.5× EBITDA at 7.65% a year; the limit that binds: 5.5× EBITDA |
| Buyer's own money | $5.4B | 59% of the cost |
5 years under the buyer
| Year | Revenue | EBITDA | Interest | Free cash flow | Debt left |
|---|---|---|---|---|---|
| Year 1 | $3.7B | $717M | $279M | $268M | $3.4B |
| Year 2 | $3.9B | $766M | $259M | $319M | $3.1B |
| Year 3 | $4.1B | $808M | $235M | $369M | $2.7B |
| Year 4 | $4.3B | $842M | $206M | $417M | $2.3B |
| Year 5 | $4.4B | $867M | $174M | $462M | $1.8B |
The exit and the buyer's return
| Exit | Amount | |
|---|---|---|
| Exit multiple | 10.9× EBITDA | today's trading multiple, before any premium |
| Enterprise value at exit | $9.4B | |
| − Debt left | $1.8B | |
| = Buyer's equity | $7.6B | |
| Money multiple | 1.42× | on $5.4B put in |
| Buyer's yearly return (IRR) | 7.3% |
Price against return
What the buyer makes at other premiums over today's $118.95; the IRR reaches 20% at $104.91 a share.
| Premium | Price a share | Buyer's IRR |
|---|---|---|
| 10% | $130.85 | 12.3% |
| 20% | $142.74 | 9.6% |
| 30% | $154.64 | 7.3% |
| 40% | $166.53 | 5.2% |
| 50% | $178.43 | 3.3% |
The figures used
| Figure | Amount | |
|---|---|---|
| Revenue, last 12 months | $3.4B | |
| EBITDA, last 12 months | $664M | 19.6% of revenue |
| Depreciation and amortization | $104M | |
| Capital spending | $48.3M | |
| Debt | $2.0B | |
| Cash | $159M | |
| Share price | $118.95 | 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 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, Middleby would cost about $166.53 a share, $7.6B for all its shares.
| Premium | % | Price a share | All shares |
|---|---|---|---|
| Low end (a quarter of deals paid less) | 14.7% | $136.44 | $6.2B |
| Median | 40% | $166.53 | $7.6B |
| High end (a quarter paid more) | 60.2% | $190.56 | $8.6B |
The odds, from history
Historically 4.7% of companies with its figures were bought within a year (0.93× 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.
Middleby's latest quarter
Middleby, Q2 2026: revenue $876M (+10% year over year), operating margin 16.9%, net earnings $54.8M, operating cash flow $97.7M. The chart follows the revenue to costs, profit and cash.
Questions
Is Middleby being acquired?
No headline, 8-K or 13D about a sale is on file in the last year.
Could private equity buy Middleby?
A leveraged buyout at today's price plus 30% ($154.64 a share) would return about 7% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $104.91 a share (−12% against today's $118.95).
What would a takeover of Middleby 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, Middleby would cost about $166.53 a share, $7.6B for all its shares.
Updated Nov 8, 2026. Read automatically from SEC filings and public data; errors are possible. Not investment advice.