Filing Flows › Tyler Technologies (TYL) › Takeover & LBO
Is Tyler Technologies (TYL) a takeover target?
A leveraged buyout at today's price plus 30% ($512.59 a share) would return about 2% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $265.95 a share (−33% against today's $394.30). Historically 2.0% 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 | $512.59 | today's $394.30 plus 30% |
| × shares | 40.7 million | |
| = Equity value | $20.9B | |
| + Debt refinanced | $600M | |
| − Cash | $879M | |
| = Enterprise value | $20.6B | 38.6× EBITDA of $533M |
| Fees | $412M | 2% of the price |
| New debt | $2.9B | 5.5× EBITDA at 7.65% a year; the limit that binds: 5.5× EBITDA |
| Buyer's own money | $18.1B | 86% of the cost |
5 years under the buyer
| Year | Revenue | EBITDA | Interest | Free cash flow | Debt left |
|---|---|---|---|---|---|
| Year 1 | $2.7B | $576M | $224M | $269M | $2.7B |
| Year 2 | $2.9B | $614M | $204M | $318M | $2.3B |
| Year 3 | $3.0B | $648M | $179M | $367M | $2.0B |
| Year 4 | $3.1B | $676M | $151M | $413M | $1.6B |
| Year 5 | $3.2B | $696M | $120M | $457M | $1.1B |
The exit and the buyer's return
| Exit | Amount | |
|---|---|---|
| Exit multiple | 29.6× EBITDA | today's trading multiple, before any premium |
| Enterprise value at exit | $20.6B | |
| − Debt left | $1.1B | |
| = Buyer's equity | $19.5B | |
| Money multiple | 1.08× | on $18.1B put in |
| Buyer's yearly return (IRR) | 1.5% |
Price against return
What the buyer makes at other premiums over today's $394.30; the IRR reaches 20% at $265.95 a share.
| Premium | Price a share | Buyer's IRR |
|---|---|---|
| 10% | $433.73 | 5.7% |
| 20% | $473.16 | 3.5% |
| 30% | $512.59 | 1.5% |
| 40% | $552.02 | −0.2% |
| 50% | $591.45 | −1.8% |
The figures used
| Figure | Amount | |
|---|---|---|
| Revenue, last 12 months | $2.5B | |
| EBITDA, last 12 months | $533M | 21.5% of revenue |
| Depreciation and amortization | $146M | |
| Capital spending | $17.0M | |
| Debt | $600M | |
| Cash | $879M | |
| Share price | $394.30 | 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 23% 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, Tyler Technologies would cost about $512.59 a share, $20.9B for all its shares.
| Premium | % | Price a share | All shares |
|---|---|---|---|
| Low end (a quarter of deals paid less) | 12% | $441.62 | $18.0B |
| Median | 30% | $512.59 | $20.9B |
| High end (a quarter paid more) | 31% | $516.53 | $21.0B |
The odds, from history
Historically 2.0% 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.
Tyler Technologies' latest quarter
Tyler Technologies, Q3 2026: revenue $648M (+9% year over year), operating margin 18.1%, net earnings $95.1M, operating cash flow $282M. The chart follows the revenue to costs, profit and cash.
Questions
Is Tyler Technologies being acquired?
No headline, 8-K or 13D about a sale is on file in the last year.
Could private equity buy Tyler Technologies?
A leveraged buyout at today's price plus 30% ($512.59 a share) would return about 2% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $265.95 a share (−33% against today's $394.30).
What would a takeover of Tyler Technologies 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, Tyler Technologies would cost about $512.59 a share, $20.9B for all its shares.
Updated Nov 8, 2026. Read automatically from SEC filings and public data; errors are possible. Not investment advice.