Filing Flows › Okta (OKTA) › Takeover & LBO
Is Okta (OKTA) a takeover target?
A leveraged buyout at today's price plus 30% ($270.71 a share) would return a loss of about 0% a year to a private-equity buyer over 5 years; no price, however low, gets a buyer to 20%. Historically 2.2% of companies with its figures were bought within a year (0.44× the average).
The buyout, step by step
| Entry | Amount | How |
|---|---|---|
| Offer price a share | $270.71 | today's $208.24 plus 30% |
| × shares | 178.8 million | |
| = Equity value | $48.4B | |
| + Debt refinanced | $0 | |
| − Cash | $2.3B | |
| = Enterprise value | $46.1B | 188.2× EBITDA of $245M |
| Fees | $922M | 2% of the price |
| New debt | $1.3B | 5.5× EBITDA at 7.65% a year; the limit that binds: 5.5× EBITDA |
| Buyer's own money | $45.7B | 97% of the cost |
5 years under the buyer
| Year | Revenue | EBITDA | Interest | Free cash flow | Debt left |
|---|---|---|---|---|---|
| Year 1 | $3.3B | $265M | $103M | $111M | $1.2B |
| Year 2 | $3.5B | $282M | $94.6M | $135M | $1.1B |
| Year 3 | $3.7B | $298M | $84.3M | $161M | $941M |
| Year 4 | $3.9B | $311M | $72.0M | $186M | $755M |
| Year 5 | $4.0B | $320M | $57.7M | $211M | $544M |
The exit and the buyer's return
| Exit | Amount | |
|---|---|---|
| Exit multiple | 142.6× EBITDA | today's trading multiple, before any premium |
| Enterprise value at exit | $45.6B | |
| − Debt left | $544M | |
| = Buyer's equity | $45.1B | |
| Money multiple | 0.99× | on $45.7B put in |
| Buyer's yearly return (IRR) | −0.3% |
Price against return
What the buyer makes at other premiums over today's $208.24.
| Premium | Price a share | Buyer's IRR |
|---|---|---|
| 10% | $229.06 | 3.4% |
| 20% | $249.89 | 1.5% |
| 30% | $270.71 | −0.3% |
| 40% | $291.54 | −1.8% |
| 50% | $312.36 | −3.3% |
The figures used
| Figure | Amount | |
|---|---|---|
| Revenue, last 12 months | $3.1B | |
| EBITDA, last 12 months | $245M | 8.0% of revenue |
| Depreciation and amortization | $13.0M | |
| Capital spending | $8.0M | |
| Debt | $0 | |
| Cash | $2.3B | |
| Share price | $208.24 | 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 12% 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 30% over the share price before the deal (the middle half 12% to 31%), according to the 14 merger proxies and tender-offer responses on EDGAR that state a premium. At the median, Okta would cost about $270.71 a share, $48.4B for all its shares.
| Premium | % | Price a share | All shares |
|---|---|---|---|
| Low end (a quarter of deals paid less) | 12% | $233.23 | $41.7B |
| Median | 30% | $270.71 | $48.4B |
| High end (a quarter paid more) | 31% | $272.79 | $48.8B |
The odds, from history
Historically 2.2% of companies with its figures were bought within a year (0.44× the average). Its figures put it in decile 1 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.
Okta's latest quarter
Okta, Q2 FY27: revenue $805M (+11% year over year), operating margin 13.3%, net earnings $116M, operating cash flow $234M. The chart follows the revenue to costs, profit and cash.
Questions
Is Okta being acquired?
No headline, 8-K or 13D about a sale is on file in the last year.
Could private equity buy Okta?
A leveraged buyout at today's price plus 30% ($270.71 a share) would return a loss of about 0% a year to a private-equity buyer over 5 years; no price, however low, gets a buyer to 20%.
What would a takeover of Okta cost?
Takeovers in its sector paid a median premium of 30% over the share price before the deal (the middle half 12% to 31%), according to the 14 merger proxies and tender-offer responses on EDGAR that state a premium. At the median, Okta would cost about $270.71 a share, $48.4B for all its shares.
Updated Nov 8, 2026. Read automatically from SEC filings and public data; errors are possible. Not investment advice.