Filing Flows › OneSpan (OSPN) › Takeover & LBO
Is OneSpan (OSPN) a takeover target?
A leveraged buyout at today's price plus 30% ($23.69 a share) would return about 1% a year to a private-equity buyer over 5 years; no price, however low, gets a buyer to 20%. Historically 4.4% of companies with its figures were bought within a year (0.88× the average).
The buyout, step by step
| Entry | Amount | How |
|---|---|---|
| Offer price a share | $23.69 | today's $18.22 plus 30% |
| × shares | 39.0 million | |
| = Equity value | $925M | |
| + Debt refinanced | $0 | |
| − Cash | $43.3M | |
| = Enterprise value | $881M | 15.4× EBITDA of $57.4M |
| Fees | $17.6M | 2% of the price |
| New debt | $316M | 5.5× EBITDA at 7.65% a year; the limit that binds: 5.5× EBITDA |
| Buyer's own money | $583M | 65% of the cost |
5 years under the buyer
| Year | Revenue | EBITDA | Interest | Free cash flow | Debt left |
|---|---|---|---|---|---|
| Year 1 | $266M | $60.2M | $24.1M | $19.6M | $296M |
| Year 2 | $277M | $62.8M | $22.6M | $22.9M | $273M |
| Year 3 | $288M | $65.3M | $20.9M | $26.2M | $247M |
| Year 4 | $298M | $67.6M | $18.9M | $29.7M | $217M |
| Year 5 | $307M | $69.6M | $16.6M | $33.2M | $184M |
The exit and the buyer's return
| Exit | Amount | |
|---|---|---|
| Exit multiple | 11.6× EBITDA | today's trading multiple, before any premium |
| Enterprise value at exit | $810M | |
| − Debt left | $184M | |
| = Buyer's equity | $626M | |
| Money multiple | 1.07× | on $583M put in |
| Buyer's yearly return (IRR) | 1.4% |
Price against return
What the buyer makes at other premiums over today's $18.22.
| Premium | Price a share | Buyer's IRR |
|---|---|---|
| 10% | $20.04 | 7.4% |
| 20% | $21.86 | 4.2% |
| 30% | $23.69 | 1.4% |
| 40% | $25.51 | −0.9% |
| 50% | $27.33 | −3.0% |
The figures used
| Figure | Amount | |
|---|---|---|
| Revenue, last 12 months | $253M | |
| EBITDA, last 12 months | $57.4M | 22.7% of revenue |
| Depreciation and amortization | $12.1M | |
| Capital spending | $11.8M | |
| Debt | $0 | |
| Cash | $43.3M | |
| Share price | $18.22 | on Oct 9, 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 4.9% 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 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, OneSpan would cost about $23.69 a share, $925M for all its shares.
| Premium | % | Price a share | All shares |
|---|---|---|---|
| Low end (a quarter of deals paid less) | 12% | $20.41 | $797M |
| Median | 30% | $23.69 | $925M |
| High end (a quarter paid more) | 31% | $23.87 | $932M |
The odds, from history
Historically 4.4% of companies with its figures were bought within a year (0.88× 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.
OneSpan's latest quarter
OneSpan, Q3 2026: revenue $63.9M (+12% year over year), operating margin 14.5%, net earnings $7.8M, operating cash flow $16.5M. The chart follows the revenue to costs, profit and cash.
Questions
Is OneSpan being acquired?
No headline, 8-K or 13D about a sale is on file in the last year.
Could private equity buy OneSpan?
A leveraged buyout at today's price plus 30% ($23.69 a share) would return about 1% a year to a private-equity buyer over 5 years; no price, however low, gets a buyer to 20%.
What would a takeover of OneSpan 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, OneSpan would cost about $23.69 a share, $925M for all its shares.
Updated Nov 8, 2026. Read automatically from SEC filings and public data; errors are possible. Not investment advice.