Filing Flows › Veralto (VLTO) › Takeover & LBO
Is Veralto (VLTO) a takeover target?
A leveraged buyout at today's price plus 30% ($151.80 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 $80.63 a share (−31% against today's $116.77). Historically 2.1% of companies with its figures were bought within a year (0.42× the average).
The buyout, step by step
| Entry | Amount | How |
|---|---|---|
| Offer price a share | $151.80 | today's $116.77 plus 30% |
| × shares | 245.3 million | |
| = Equity value | $37.2B | |
| + Debt refinanced | $2.9B | |
| − Cash | $1.8B | |
| + Other claims | $1.0M | preferred stock, minority interests |
| = Enterprise value | $38.4B | 28.1× EBITDA of $1.4B |
| Fees | $767M | 2% of the price |
| New debt | $7.5B | 5.5× EBITDA at 7.65% a year; the limit that binds: 5.5× EBITDA |
| Buyer's own money | $31.6B | 81% of the cost |
5 years under the buyer
| Year | Revenue | EBITDA | Interest | Free cash flow | Debt left |
|---|---|---|---|---|---|
| Year 1 | $6.2B | $1.5B | $576M | $662M | $6.9B |
| Year 2 | $6.5B | $1.5B | $525M | $774M | $6.1B |
| Year 3 | $6.8B | $1.6B | $466M | $887M | $5.2B |
| Year 4 | $7.1B | $1.7B | $398M | $999M | $4.2B |
| Year 5 | $7.3B | $1.7B | $322M | $1.1B | $3.1B |
The exit and the buyer's return
| Exit | Amount | |
|---|---|---|
| Exit multiple | 21.8× EBITDA | today's trading multiple, before any premium |
| Enterprise value at exit | $37.5B | |
| − Debt left | $3.1B | |
| = Buyer's equity | $34.4B | |
| Money multiple | 1.09× | on $31.6B put in |
| Buyer's yearly return (IRR) | 1.7% |
Price against return
What the buyer makes at other premiums over today's $116.77; the IRR reaches 20% at $80.63 a share.
| Premium | Price a share | Buyer's IRR |
|---|---|---|
| 10% | $128.45 | 5.9% |
| 20% | $140.12 | 3.7% |
| 30% | $151.80 | 1.7% |
| 40% | $163.48 | −0.1% |
| 50% | $175.16 | −1.7% |
The figures used
| Figure | Amount | |
|---|---|---|
| Revenue, last 12 months | $5.8B | |
| EBITDA, last 12 months | $1.4B | 23.6% of revenue |
| Depreciation and amortization | $101M | |
| Capital spending | $63.0M | |
| Debt | $2.9B | |
| Cash | $1.8B | |
| Share price | $116.77 | 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 6.4% 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 15% 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, Veralto would cost about $163.48 a share, $40.1B for all its shares.
| Premium | % | Price a share | All shares |
|---|---|---|---|
| Low end (a quarter of deals paid less) | 14.7% | $133.94 | $32.9B |
| Median | 40% | $163.48 | $40.1B |
| High end (a quarter paid more) | 60.2% | $187.07 | $45.9B |
The odds, from history
Historically 2.1% of companies with its figures were bought within a year (0.42× 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.
Veralto's latest quarter
Veralto, Q3 2026: revenue $1.5B (+8% year over year), operating margin 19.7%, net earnings $253M, operating cash flow $323M. The chart follows the revenue to costs, profit and cash.
Questions
Is Veralto being acquired?
No headline, 8-K or 13D about a sale is on file in the last year.
Could private equity buy Veralto?
A leveraged buyout at today's price plus 30% ($151.80 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 $80.63 a share (−31% against today's $116.77).
What would a takeover of Veralto 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, Veralto would cost about $163.48 a share, $40.1B for all its shares.
Updated Nov 8, 2026. Read automatically from SEC filings and public data; errors are possible. Not investment advice.