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Filing Flows › Valero Energy (VLO) › Takeover & LBO

Is Valero Energy (VLO) a takeover target?

A leveraged buyout at today's price plus 30% ($456.60 a share) would return about 21% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $465.79 a share (33% against today's $351.23). At $131.7B it would be larger than any buyout on record (the model flags anything over $60 billion), so this is a thought experiment more than a prospect. Latest signal (2026-10-30): Valero to Acquire Former Houston Refinery from LyondellBasell.

Share price$351.23
Offer at +30%$456.60
Buyer's IRR21%
Most for 20%$465.79
EV / EBITDA4.9×
Buyout debt4.1× EBITDA

The buyout, step by step

EntryAmountHow
Offer price a share$456.60today's $351.23 plus 30%
× shares285.0 million
= Equity value$130.1B
+ Debt refinanced$8.3B
− Cash$9.8B
+ Other claims$3.1Bpreferred stock, minority interests
= Enterprise value$131.7B6.4× EBITDA of $20.7B
Fees$2.6B2% of the price
New debt$85.6B4.1× EBITDA at 7.65% a year; the limit that binds: 65% of the price
Buyer's own money$48.7B36% of the cost

5 years under the buyer

Valero Energy: buyout debt left, year by yearValero Energy: buyout debt left, year by year$85.6BEntry$73.8BYear 1$60.1BYear 2$44.3BYear 3$26.5BYear 4$6.8BYear 5
Free cash flow after interest and tax repays the debt; a shortfall is borrowed.
YearRevenueEBITDAInterestFree cash flowDebt left
Year 1$165.6B$22.3B$6.5B$11.7B$73.8B
Year 2$176.8B$23.8B$5.6B$13.8B$60.1B
Year 3$186.5B$25.1B$4.6B$15.8B$44.3B
Year 4$194.4B$26.2B$3.4B$17.8B$26.5B
Year 5$200.3B$27.0B$2.0B$19.7B$6.8B

The exit and the buyer's return

ExitAmount
Exit multiple4.9× EBITDAtoday's trading multiple, before any premium
Enterprise value at exit$132.7B
− Debt left$6.8B
= Buyer's equity$125.9B
Money multiple2.58×on $48.7B put in
Buyer's yearly return (IRR)20.9%

Price against return

What the buyer makes at other premiums over today's $351.23; the IRR reaches 20% at $465.79 a share.

PremiumPrice a shareBuyer's IRR
10%$386.3528.2%
20%$421.4824.5%
30%$456.6020.9%
40%$491.7217.5%
50%$526.8514.1%

The figures used

FigureAmount
Revenue, last 12 months$153.3B
EBITDA, last 12 months$20.7B13.5% of revenue
Depreciation and amortization$3.1B
Debt$8.3B
Cash$9.8B
Share price$351.23on 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 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 22% 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, Valero Energy would cost about $465.38 a share, $132.6B for all its shares.

Premium%Price a shareAll shares
Low end (a quarter of deals paid less)20%$421.48$120.1B
Median32.5%$465.38$132.6B
High end (a quarter paid more)51.8%$533.17$152.0B

Rumors and deal signals

Valero Energy's latest quarter

Valero Energy, Q3 2026: revenue $46.1B (+43% year over year), operating margin 19.7%, net earnings $6.8B, operating cash flow $6.9B. The chart follows the revenue to costs, profit and cash.

Questions

Is Valero Energy being acquired?

The latest signal on file is from 2026-10-30: Valero to Acquire Former Houston Refinery from LyondellBasell. A headline is not a deal; Filing Flows lists the news, 8-K filings and 13D filings about a sale.

Could private equity buy Valero Energy?

A leveraged buyout at today's price plus 30% ($456.60 a share) would return about 21% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $465.79 a share (33% against today's $351.23). At $131.7B it would be larger than any buyout on record (the model flags anything over $60 billion), so this is a thought experiment more than a prospect.

What would a takeover of Valero Energy 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, Valero Energy would cost about $465.38 a share, $132.6B for all its shares.

Open the interactive view →

Updated Nov 8, 2026. Read automatically from SEC filings and public data; errors are possible. Not investment advice.