Filing Flows › Rush Enterprises (RUSHA) › Takeover & LBO
Is Rush Enterprises (RUSHA) a takeover target?
A leveraged buyout at today's price plus 30% ($57.77 a share) would return a loss of about 11% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $30.90 a share (−30% against today's $44.44). Historically 2.9% of companies with its figures were bought within a year (0.57× the average).
The buyout, step by step
| Entry | Amount | How |
|---|---|---|
| Offer price a share | $57.77 | today's $44.44 plus 30% |
| × shares | 120.5 million | |
| = Equity value | $7.0B | |
| + Debt refinanced | $275M | |
| − Cash | $226M | |
| + Other claims | $23.9M | preferred stock, minority interests |
| = Enterprise value | $7.0B | 11.0× EBITDA of $639M |
| Fees | $141M | 2% of the price |
| New debt | $3.5B | 5.5× EBITDA at 7.65% a year; the limit that binds: 5.5× EBITDA |
| Buyer's own money | $3.7B | 51% of the cost |
5 years under the buyer
| Year | Revenue | EBITDA | Interest | Free cash flow | Debt left |
|---|---|---|---|---|---|
| Year 1 | $7.3B | $622M | $269M | $29.4M | $3.5B |
| Year 2 | $7.2B | $614M | $267M | $28.1M | $3.5B |
| Year 3 | $7.2B | $615M | $264M | $29.0M | $3.4B |
| Year 4 | $7.3B | $625M | $262M | $24.4M | $3.4B |
| Year 5 | $7.5B | $644M | $260M | $22.7M | $3.4B |
The exit and the buyer's return
| Exit | Amount | |
|---|---|---|
| Exit multiple | 8.5× EBITDA | today's trading multiple, before any premium |
| Enterprise value at exit | $5.5B | |
| − Debt left | $3.4B | |
| = Buyer's equity | $2.1B | |
| Money multiple | 0.57× | on $3.7B put in |
| Buyer's yearly return (IRR) | −10.6% |
Price against return
What the buyer makes at other premiums over today's $44.44; the IRR reaches 20% at $30.90 a share.
| Premium | Price a share | Buyer's IRR |
|---|---|---|
| 10% | $48.88 | −4.0% |
| 20% | $53.33 | −7.7% |
| 30% | $57.77 | −10.6% |
| 40% | $62.22 | −13.1% |
| 50% | $66.66 | −15.2% |
The figures used
| Figure | Amount | |
|---|---|---|
| Revenue, last 12 months | $7.5B | |
| EBITDA, last 12 months | $639M | 8.6% of revenue |
| Depreciation and amortization | $260M | |
| Capital spending | $311M | |
| Debt | $275M | |
| Cash | $226M | |
| Share price | $44.44 | 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 -2.6% 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 21% 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, Rush Enterprises would cost about $58.88 a share, $7.1B for all its shares.
| Premium | % | Price a share | All shares |
|---|---|---|---|
| Low end (a quarter of deals paid less) | 20% | $53.33 | $6.4B |
| Median | 32.5% | $58.88 | $7.1B |
| High end (a quarter paid more) | 51.8% | $67.46 | $8.1B |
The odds, from history
Historically 2.9% of companies with its figures were bought within a year (0.57× the average). Its figures put it in decile 2 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.
Rush Enterprises' latest quarter
Rush Enterprises, Q3 2026: revenue $2.1B (+12% year over year), operating margin 5.1%, net earnings $78.9M, operating cash flow $63.9M. The chart follows the revenue to costs, profit and cash.
Questions
Is Rush Enterprises being acquired?
No headline, 8-K or 13D about a sale is on file in the last year.
Could private equity buy Rush Enterprises?
A leveraged buyout at today's price plus 30% ($57.77 a share) would return a loss of about 11% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $30.90 a share (−30% against today's $44.44).
What would a takeover of Rush Enterprises 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, Rush Enterprises would cost about $58.88 a share, $7.1B for all its shares.
Updated Nov 8, 2026. Read automatically from SEC filings and public data; errors are possible. Not investment advice.