Filing Flows › UL Solutions (ULS) › Takeover & LBO
Is UL Solutions (ULS) a takeover target?
A leveraged buyout at today's price plus 30% ($97.19 a share) would return a loss of about 1% a year to a private-equity buyer over 5 years; no price, however low, gets a buyer to 20%. Historically 2.4% of companies with its figures were bought within a year (0.48× the average).
The buyout, step by step
| Entry | Amount | How |
|---|---|---|
| Offer price a share | $97.19 | today's $74.76 plus 30% |
| × shares | 204.0 million | |
| = Equity value | $19.8B | |
| + Debt refinanced | $491M | |
| − Cash | $1.0B | |
| + Other claims | $35.0M | preferred stock, minority interests |
| = Enterprise value | $19.3B | 25.4× EBITDA of $761M |
| Fees | $387M | 2% of the price |
| New debt | $4.2B | 5.5× EBITDA at 7.65% a year; the limit that binds: 5.5× EBITDA |
| Buyer's own money | $15.5B | 79% of the cost |
5 years under the buyer
| Year | Revenue | EBITDA | Interest | Free cash flow | Debt left |
|---|---|---|---|---|---|
| Year 1 | $3.4B | $807M | $320M | $121M | $4.1B |
| Year 2 | $3.6B | $850M | $311M | $149M | $3.9B |
| Year 3 | $3.7B | $889M | $300M | $177M | $3.7B |
| Year 4 | $3.9B | $923M | $286M | $205M | $3.5B |
| Year 5 | $4.0B | $950M | $270M | $232M | $3.3B |
The exit and the buyer's return
| Exit | Amount | |
|---|---|---|
| Exit multiple | 19.4× EBITDA | today's trading multiple, before any premium |
| Enterprise value at exit | $18.4B | |
| − Debt left | $3.3B | |
| = Buyer's equity | $15.1B | |
| Money multiple | 0.97× | on $15.5B put in |
| Buyer's yearly return (IRR) | −0.5% |
Price against return
What the buyer makes at other premiums over today's $74.76.
| Premium | Price a share | Buyer's IRR |
|---|---|---|
| 10% | $82.24 | 4.0% |
| 20% | $89.71 | 1.6% |
| 30% | $97.19 | −0.5% |
| 40% | $104.66 | −2.4% |
| 50% | $112.14 | −4.1% |
The figures used
| Figure | Amount | |
|---|---|---|
| Revenue, last 12 months | $3.2B | |
| EBITDA, last 12 months | $761M | 23.9% of revenue |
| Depreciation and amortization | $193M | |
| Capital spending | $257M | |
| Debt | $491M | |
| Cash | $1.0B | |
| Share price | $74.76 | 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 6.1% 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 26% 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 40% over the share price before the deal (the middle half 14.7% to 60.2%), according to the 20 merger proxies and tender-offer responses on EDGAR that state a premium. At the median, UL Solutions would cost about $104.66 a share, $21.4B for all its shares.
| Premium | % | Price a share | All shares |
|---|---|---|---|
| Low end (a quarter of deals paid less) | 14.7% | $85.75 | $17.5B |
| Median | 40% | $104.66 | $21.4B |
| High end (a quarter paid more) | 60.2% | $119.77 | $24.4B |
The odds, from history
Historically 2.4% of companies with its figures were bought within a year (0.48× 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.
UL Solutions' latest quarter
UL Solutions, Q3 2026: revenue $823M (+5% year over year), operating margin 19.7%, net earnings $108M, operating cash flow $215M. The chart follows the revenue to costs, profit and cash.
Questions
Is UL Solutions being acquired?
No headline, 8-K or 13D about a sale is on file in the last year.
Could private equity buy UL Solutions?
A leveraged buyout at today's price plus 30% ($97.19 a share) would return a loss of about 1% a year to a private-equity buyer over 5 years; no price, however low, gets a buyer to 20%.
What would a takeover of UL Solutions cost?
Takeovers in its sector paid a median premium of 40% over the share price before the deal (the middle half 14.7% to 60.2%), according to the 20 merger proxies and tender-offer responses on EDGAR that state a premium. At the median, UL Solutions would cost about $104.66 a share, $21.4B for all its shares.
Updated Nov 8, 2026. Read automatically from SEC filings and public data; errors are possible. Not investment advice.