Filing Flows › UGI (UGI) › Takeover & LBO
Is UGI (UGI) a takeover target?
A leveraged buyout at today's price plus 30% ($47.93 a share) would return a loss of about 4% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $20.24 a share (−45% against today's $36.87). Historically 3.9% of companies with its figures were bought within a year (0.77× the average).
The buyout, step by step
| Entry | Amount | How |
|---|---|---|
| Offer price a share | $47.93 | today's $36.87 plus 30% |
| × shares | 214.7 million | |
| = Equity value | $10.3B | |
| + Debt refinanced | $6.6B | |
| − Cash | $476M | |
| + Other claims | $9.0M | preferred stock, minority interests |
| = Enterprise value | $16.5B | 9.5× EBITDA of $1.7B |
| Fees | $329M | 2% of the price |
| New debt | $9.6B | 5.5× EBITDA at 7.65% a year; the limit that binds: 5.5× EBITDA |
| Buyer's own money | $7.2B | 43% of the cost |
5 years under the buyer
| Year | Revenue | EBITDA | Interest | Free cash flow | Debt left |
|---|---|---|---|---|---|
| Year 1 | $7.3B | $1.7B | $733M | $76.5M | $9.5B |
| Year 2 | $7.3B | $1.7B | $727M | $81.6M | $9.4B |
| Year 3 | $7.4B | $1.8B | $721M | $89.8M | $9.3B |
| Year 4 | $7.5B | $1.8B | $714M | $105M | $9.2B |
| Year 5 | $7.8B | $1.9B | $706M | $127M | $9.1B |
The exit and the buyer's return
| Exit | Amount | |
|---|---|---|
| Exit multiple | 8.1× EBITDA | today's trading multiple, before any premium |
| Enterprise value at exit | $15.0B | |
| − Debt left | $9.1B | |
| = Buyer's equity | $5.9B | |
| Money multiple | 0.82× | on $7.2B put in |
| Buyer's yearly return (IRR) | −4.0% |
Price against return
What the buyer makes at other premiums over today's $36.87; the IRR reaches 20% at $20.24 a share.
| Premium | Price a share | Buyer's IRR |
|---|---|---|
| 10% | $40.56 | 1.0% |
| 20% | $44.24 | −1.7% |
| 30% | $47.93 | −4.0% |
| 40% | $51.62 | −6.0% |
| 50% | $55.30 | −7.8% |
The figures used
| Figure | Amount | |
|---|---|---|
| Revenue, last 12 months | $7.3B | |
| EBITDA, last 12 months | $1.7B | 23.9% of revenue |
| Depreciation and amortization | $561M | |
| Capital spending | $875M | |
| Debt | $6.6B | |
| Cash | $476M | |
| Share price | $36.87 | 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 -0.5% 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 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, UGI would cost about $48.85 a share, $10.5B for all its shares.
| Premium | % | Price a share | All shares |
|---|---|---|---|
| Low end (a quarter of deals paid less) | 20% | $44.24 | $9.5B |
| Median | 32.5% | $48.85 | $10.5B |
| High end (a quarter paid more) | 51.8% | $55.97 | $12.0B |
The odds, from history
Historically 3.9% of companies with its figures were bought within a year (0.77× the average). Its figures put it in decile 4 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.
UGI's latest quarter
UGI, Q3 FY26: revenue $1.3B (-4% year over year), operating margin -3.3%, net loss $133M, operating cash flow $242M. The chart follows the revenue to costs, profit and cash.
Questions
Is UGI being acquired?
No headline, 8-K or 13D about a sale is on file in the last year.
Could private equity buy UGI?
A leveraged buyout at today's price plus 30% ($47.93 a share) would return a loss of about 4% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $20.24 a share (−45% against today's $36.87).
What would a takeover of UGI 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, UGI would cost about $48.85 a share, $10.5B for all its shares.
Updated Nov 8, 2026. Read automatically from SEC filings and public data; errors are possible. Not investment advice.