Filing Flows › U S Physical Therapy (USPH) › Takeover & LBO
Is U S Physical Therapy (USPH) a takeover target?
A leveraged buyout at today's price plus 30% ($112.38 a share) would return about 3% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $64.38 a share (−26% against today's $86.44). Historically 4.0% of companies with its figures were bought within a year (0.79× the average).
The buyout, step by step
| Entry | Amount | How |
|---|---|---|
| Offer price a share | $112.38 | today's $86.44 plus 30% |
| × shares | 15.1 million | |
| = Equity value | $1.7B | |
| + Debt refinanced | $220M | |
| − Cash | $24.9M | |
| = Enterprise value | $1.9B | 19.1× EBITDA of $98.9M |
| Fees | $37.8M | 2% of the price |
| New debt | $544M | 5.5× EBITDA at 7.65% a year; the limit that binds: 5.5× EBITDA |
| Buyer's own money | $1.4B | 72% of the cost |
5 years under the buyer
| Year | Revenue | EBITDA | Interest | Free cash flow | Debt left |
|---|---|---|---|---|---|
| Year 1 | $877M | $107M | $41.6M | $26.2M | $518M |
| Year 2 | $936M | $114M | $39.6M | $32.4M | $486M |
| Year 3 | $988M | $120M | $37.1M | $38.5M | $447M |
| Year 4 | $1.0B | $125M | $34.2M | $44.5M | $403M |
| Year 5 | $1.1B | $129M | $30.8M | $50.2M | $352M |
The exit and the buyer's return
| Exit | Amount | |
|---|---|---|
| Exit multiple | 15.1× EBITDA | today's trading multiple, before any premium |
| Enterprise value at exit | $2.0B | |
| − Debt left | $352M | |
| = Buyer's equity | $1.6B | |
| Money multiple | 1.16× | on $1.4B put in |
| Buyer's yearly return (IRR) | 3.0% |
Price against return
What the buyer makes at other premiums over today's $86.44; the IRR reaches 20% at $64.38 a share.
| Premium | Price a share | Buyer's IRR |
|---|---|---|
| 10% | $95.09 | 7.5% |
| 20% | $103.73 | 5.1% |
| 30% | $112.38 | 3.0% |
| 40% | $121.02 | 1.1% |
| 50% | $129.67 | −0.5% |
The figures used
| Figure | Amount | |
|---|---|---|
| Revenue, last 12 months | $812M | |
| EBITDA, last 12 months | $98.9M | 12.2% of revenue |
| Depreciation and amortization | $22.4M | |
| Capital spending | $19.0M | |
| Debt | $220M | |
| Cash | $24.9M | |
| Share price | $86.44 | on Oct 13, 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 29% 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 35% over the share price before the deal (the middle half 22% to 45%), according to the 15 merger proxies and tender-offer responses on EDGAR that state a premium. At the median, U S Physical Therapy would cost about $116.70 a share, $1.8B for all its shares.
| Premium | % | Price a share | All shares |
|---|---|---|---|
| Low end (a quarter of deals paid less) | 22% | $105.46 | $1.6B |
| Median | 35% | $116.70 | $1.8B |
| High end (a quarter paid more) | 45% | $125.35 | $1.9B |
The odds, from history
Historically 4.0% of companies with its figures were bought within a year (0.79× 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.
U S Physical Therapy's latest quarter
U S Physical Therapy, Q3 2026: revenue $223M (+13% year over year), operating margin 11.3%, net earnings $11.0M, operating cash flow $25.7M. The chart follows the revenue to costs, profit and cash.
Questions
Is U S Physical Therapy being acquired?
No headline, 8-K or 13D about a sale is on file in the last year.
Could private equity buy U S Physical Therapy?
A leveraged buyout at today's price plus 30% ($112.38 a share) would return about 3% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $64.38 a share (−26% against today's $86.44).
What would a takeover of U S Physical Therapy cost?
Takeovers in its sector paid a median premium of 35% over the share price before the deal (the middle half 22% to 45%), according to the 15 merger proxies and tender-offer responses on EDGAR that state a premium. At the median, U S Physical Therapy would cost about $116.70 a share, $1.8B for all its shares.
Updated Nov 8, 2026. Read automatically from SEC filings and public data; errors are possible. Not investment advice.