Filing Flows › Orion S.A. (OEC) › Takeover & LBO
Is Orion S.A. (OEC) a takeover target?
A leveraged buyout at today's price plus 30% ($7.28 a share) would return about 5% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $1.23 a share (−78% against today's $5.60). Historically 6.5% of companies with its figures were bought within a year (1.29× the average).
The buyout, step by step
| Entry | Amount | How |
|---|---|---|
| Offer price a share | $7.28 | today's $5.60 plus 30% |
| × shares | 56.4 million | |
| = Equity value | $411M | |
| + Debt refinanced | $988M | |
| − Cash | $71.3M | |
| = Enterprise value | $1.3B | 6.2× EBITDA of $213M |
| Fees | $26.5M | 2% of the price |
| New debt | $862M | 4.0× EBITDA at 7.65% a year; the limit that binds: 65% of the price |
| Buyer's own money | $491M | 36% of the cost |
5 years under the buyer
| Year | Revenue | EBITDA | Interest | Free cash flow | Debt left |
|---|---|---|---|---|---|
| Year 1 | $1.9B | $215M | $66.0M | $22.1M | $840M |
| Year 2 | $1.9B | $218M | $64.3M | $23.3M | $817M |
| Year 3 | $1.9B | $222M | $62.5M | $24.8M | $792M |
| Year 4 | $2.0B | $228M | $60.6M | $26.8M | $765M |
| Year 5 | $2.0B | $235M | $58.6M | $29.3M | $736M |
The exit and the buyer's return
| Exit | Amount | |
|---|---|---|
| Exit multiple | 5.8× EBITDA | today's trading multiple, before any premium |
| Enterprise value at exit | $1.4B | |
| − Debt left | $736M | |
| = Buyer's equity | $619M | |
| Money multiple | 1.26× | on $491M put in |
| Buyer's yearly return (IRR) | 4.8% |
Price against return
What the buyer makes at other premiums over today's $5.60; the IRR reaches 20% at $1.23 a share.
| Premium | Price a share | Buyer's IRR |
|---|---|---|
| 10% | $6.16 | 7.5% |
| 20% | $6.72 | 6.2% |
| 30% | $7.28 | 4.8% |
| 40% | $7.84 | 3.4% |
| 50% | $8.40 | 1.9% |
The figures used
| Figure | Amount | |
|---|---|---|
| Revenue, last 12 months | $1.8B | |
| EBITDA, last 12 months | $213M | 11.6% of revenue |
| Depreciation and amortization | $140M | |
| Capital spending | $122M | |
| Debt | $988M | |
| Cash | $71.3M | |
| Share price | $5.60 | 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 0.9% 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 30% 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, Orion S.A. would cost about $7.42 a share, $418M for all its shares.
| Premium | % | Price a share | All shares |
|---|---|---|---|
| Low end (a quarter of deals paid less) | 20% | $6.72 | $379M |
| Median | 32.5% | $7.42 | $418M |
| High end (a quarter paid more) | 51.8% | $8.50 | $479M |
The odds, from history
Historically 6.5% of companies with its figures were bought within a year (1.29× the average). Its figures put it in decile 8 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.
Orion S.A.'s latest quarter
Orion S.A., Q3 2026: revenue $473M (+5% year over year), operating margin 4.8%, net loss $3.1M, operating cash flow $57.8M. The chart follows the revenue to costs, profit and cash.
Questions
Is Orion S.A. being acquired?
No headline, 8-K or 13D about a sale is on file in the last year.
Could private equity buy Orion S.A.?
A leveraged buyout at today's price plus 30% ($7.28 a share) would return about 5% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $1.23 a share (−78% against today's $5.60).
What would a takeover of Orion S.A. 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, Orion S.A. would cost about $7.42 a share, $418M for all its shares.
Updated Nov 8, 2026. Read automatically from SEC filings and public data; errors are possible. Not investment advice.