Filing Flows › Smurfit Westrock (SW) › Takeover & LBO
Is Smurfit Westrock (SW) a takeover target?
A leveraged buyout at today's price plus 30% ($57.86 a share) would return a loss of about 2% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $28.62 a share (−36% against today's $44.51). Historically 2.1% of companies with its figures were bought within a year (0.41× the average).
The buyout, step by step
| Entry | Amount | How |
|---|---|---|
| Offer price a share | $57.86 | today's $44.51 plus 30% |
| × shares | 528.0 million | |
| = Equity value | $30.6B | |
| + Debt refinanced | $13.2B | |
| − Cash | $723M | |
| + Other claims | $21.0M | preferred stock, minority interests |
| = Enterprise value | $43.1B | 10.3× EBITDA of $4.2B |
| Fees | $861M | 2% of the price |
| New debt | $23.1B | 5.5× EBITDA at 7.65% a year; the limit that binds: 5.5× EBITDA |
| Buyer's own money | $20.9B | 47% of the cost |
5 years under the buyer
| Year | Revenue | EBITDA | Interest | Free cash flow | Debt left |
|---|---|---|---|---|---|
| Year 1 | $31.8B | $4.2B | $1.8B | $232M | $22.9B |
| Year 2 | $32.3B | $4.3B | $1.7B | $267M | $22.6B |
| Year 3 | $33.0B | $4.4B | $1.7B | $314M | $22.3B |
| Year 4 | $33.8B | $4.5B | $1.7B | $374M | $21.9B |
| Year 5 | $34.9B | $4.6B | $1.7B | $450M | $21.4B |
The exit and the buyer's return
| Exit | Amount | |
|---|---|---|
| Exit multiple | 8.6× EBITDA | today's trading multiple, before any premium |
| Enterprise value at exit | $39.9B | |
| − Debt left | $21.4B | |
| = Buyer's equity | $18.4B | |
| Money multiple | 0.88× | on $20.9B put in |
| Buyer's yearly return (IRR) | −2.4% |
Price against return
What the buyer makes at other premiums over today's $44.51; the IRR reaches 20% at $28.62 a share.
| Premium | Price a share | Buyer's IRR |
|---|---|---|
| 10% | $48.96 | 2.8% |
| 20% | $53.41 | 0.0% |
| 30% | $57.86 | −2.4% |
| 40% | $62.31 | −4.5% |
| 50% | $66.77 | −6.4% |
The figures used
| Figure | Amount | |
|---|---|---|
| Revenue, last 12 months | $31.5B | |
| EBITDA, last 12 months | $4.2B | 13.3% of revenue |
| Depreciation and amortization | $2.8B | |
| Capital spending | $2.2B | |
| Debt | $13.2B | |
| Cash | $723M | |
| Share price | $44.51 | 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 1.1% 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, Smurfit Westrock would cost about $58.98 a share, $31.1B for all its shares.
| Premium | % | Price a share | All shares |
|---|---|---|---|
| Low end (a quarter of deals paid less) | 20% | $53.41 | $28.2B |
| Median | 32.5% | $58.98 | $31.1B |
| High end (a quarter paid more) | 51.8% | $67.57 | $35.7B |
The odds, from history
Historically 2.1% of companies with its figures were bought within a year (0.41× 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.
Smurfit Westrock's latest quarter
Smurfit Westrock, Q3 2026: revenue $8.2B (+2% year over year), operating margin 6.0%, net earnings $219M, operating cash flow $874M. The chart follows the revenue to costs, profit and cash.
Questions
Is Smurfit Westrock being acquired?
No headline, 8-K or 13D about a sale is on file in the last year.
Could private equity buy Smurfit Westrock?
A leveraged buyout at today's price plus 30% ($57.86 a share) would return a loss of about 2% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $28.62 a share (−36% against today's $44.51).
What would a takeover of Smurfit Westrock 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, Smurfit Westrock would cost about $58.98 a share, $31.1B for all its shares.
Updated Nov 8, 2026. Read automatically from SEC filings and public data; errors are possible. Not investment advice.