Filing Flows › Sandisk (SNDK) › Takeover & LBO
Is Sandisk (SNDK) a takeover target?
A leveraged buyout at today's price plus 30% ($1,048.36 a share) would return about 14% a year to a private-equity buyer over 5 years; no price, however low, gets a buyer to 20%. At $156.3B it would be larger than any buyout on record (the model flags anything over $60 billion), so this is a thought experiment more than a prospect.
The buyout, step by step
| Entry | Amount | How |
|---|---|---|
| Offer price a share | $1,048.36 | today's $806.43 plus 30% |
| × shares | 154.0 million | |
| = Equity value | $161.4B | |
| + Debt refinanced | $0 | |
| − Cash | $5.1B | |
| = Enterprise value | $156.3B | 7.4× EBITDA of $21.1B |
| Fees | $3.1B | 2% of the price |
| New debt | $101.6B | 4.8× EBITDA at 7.65% a year; the limit that binds: 65% of the price |
| Buyer's own money | $57.8B | 36% of the cost |
5 years under the buyer
| Year | Revenue | EBITDA | Interest | Free cash flow | Debt left |
|---|---|---|---|---|---|
| Year 1 | $29.8B | $21.7B | $7.8B | $12.0B | $89.6B |
| Year 2 | $30.6B | $22.3B | $6.9B | $13.3B | $76.4B |
| Year 3 | $31.5B | $23.0B | $5.8B | $14.7B | $61.6B |
| Year 4 | $32.4B | $23.6B | $4.7B | $16.3B | $45.4B |
| Year 5 | $33.4B | $24.4B | $3.5B | $18.0B | $27.4B |
The exit and the buyer's return
| Exit | Amount | |
|---|---|---|
| Exit multiple | 5.6× EBITDA | today's trading multiple, before any premium |
| Enterprise value at exit | $137.1B | |
| − Debt left | $27.4B | |
| = Buyer's equity | $109.7B | |
| Money multiple | 1.90× | on $57.8B put in |
| Buyer's yearly return (IRR) | 13.7% |
Price against return
What the buyer makes at other premiums over today's $806.43.
| Premium | Price a share | Buyer's IRR |
|---|---|---|
| 10% | $887.07 | 22.1% |
| 20% | $967.72 | 17.8% |
| 30% | $1,048.36 | 13.7% |
| 40% | $1,129.00 | 9.6% |
| 50% | $1,209.64 | 5.5% |
The figures used
| Figure | Amount | |
|---|---|---|
| Revenue, last 12 months | $29.0B | |
| EBITDA, last 12 months | $21.1B | 73.0% of revenue |
| Depreciation and amortization | $156M | |
| Capital spending | $181M | |
| Debt | $0 | |
| Cash | $5.1B | |
| Share price | $806.43 | 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 2.7% 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 13% 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, Sandisk would cost about $1,048.36 a share, $161.4B for all its shares.
| Premium | % | Price a share | All shares |
|---|---|---|---|
| Low end (a quarter of deals paid less) | 12% | $903.20 | $139.1B |
| Median | 30% | $1,048.36 | $161.4B |
| High end (a quarter paid more) | 31% | $1,056.42 | $162.7B |
Sandisk's latest quarter
Sandisk, Q1 FY27: revenue $11.0B (+378% year over year), operating margin 79.6%, net earnings $8.1B, operating cash flow $6.4B. The chart follows the revenue to costs, profit and cash.
Questions
Is Sandisk being acquired?
No headline, 8-K or 13D about a sale is on file in the last year.
Could private equity buy Sandisk?
A leveraged buyout at today's price plus 30% ($1,048.36 a share) would return about 14% a year to a private-equity buyer over 5 years; no price, however low, gets a buyer to 20%. At $156.3B it would be larger than any buyout on record (the model flags anything over $60 billion), so this is a thought experiment more than a prospect.
What would a takeover of Sandisk 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, Sandisk would cost about $1,048.36 a share, $161.4B for all its shares.
Updated Nov 8, 2026. Read automatically from SEC filings and public data; errors are possible. Not investment advice.