Filing Flows › Waystar Holding (WAY) › Takeover & LBO
Is Waystar Holding (WAY) a takeover target?
A leveraged buyout at today's price plus 30% ($37.60 a share) would return about 4% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $21.75 a share (−25% against today's $28.92). Historically 5.4% of companies with its figures were bought within a year (1.07× the average).
The buyout, step by step
| Entry | Amount | How |
|---|---|---|
| Offer price a share | $37.60 | today's $28.92 plus 30% |
| × shares | 195.9 million | |
| = Equity value | $7.4B | |
| + Debt refinanced | $1.5B | |
| − Cash | $277M | |
| = Enterprise value | $8.6B | 19.4× EBITDA of $442M |
| Fees | $171M | 2% of the price |
| New debt | $2.4B | 5.5× EBITDA at 7.65% a year; the limit that binds: 5.5× EBITDA |
| Buyer's own money | $6.3B | 72% of the cost |
5 years under the buyer
| Year | Revenue | EBITDA | Interest | Free cash flow | Debt left |
|---|---|---|---|---|---|
| Year 1 | $1.4B | $477M | $186M | $192M | $2.2B |
| Year 2 | $1.5B | $509M | $171M | $226M | $2.0B |
| Year 3 | $1.5B | $537M | $154M | $259M | $1.8B |
| Year 4 | $1.6B | $560M | $134M | $290M | $1.5B |
| Year 5 | $1.6B | $577M | $112M | $319M | $1.1B |
The exit and the buyer's return
| Exit | Amount | |
|---|---|---|
| Exit multiple | 15.6× EBITDA | today's trading multiple, before any premium |
| Enterprise value at exit | $9.0B | |
| − Debt left | $1.1B | |
| = Buyer's equity | $7.8B | |
| Money multiple | 1.24× | on $6.3B put in |
| Buyer's yearly return (IRR) | 4.4% |
Price against return
What the buyer makes at other premiums over today's $28.92; the IRR reaches 20% at $21.75 a share.
| Premium | Price a share | Buyer's IRR |
|---|---|---|
| 10% | $31.81 | 8.7% |
| 20% | $34.70 | 6.4% |
| 30% | $37.60 | 4.4% |
| 40% | $40.49 | 2.6% |
| 50% | $43.38 | 0.9% |
The figures used
| Figure | Amount | |
|---|---|---|
| Revenue, last 12 months | $1.3B | |
| EBITDA, last 12 months | $442M | 35.0% of revenue |
| Depreciation and amortization | $165M | |
| Capital spending | $50.8M | |
| Debt | $1.5B | |
| Cash | $277M | |
| Share price | $28.92 | on Oct 28, 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 30% 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 30% over the share price before the deal (the middle half 12% to 31%), according to the 14 merger proxies and tender-offer responses on EDGAR that state a premium. At the median, Waystar Holding would cost about $37.60 a share, $7.4B for all its shares.
| Premium | % | Price a share | All shares |
|---|---|---|---|
| Low end (a quarter of deals paid less) | 12% | $32.39 | $6.3B |
| Median | 30% | $37.60 | $7.4B |
| High end (a quarter paid more) | 31% | $37.89 | $7.4B |
The odds, from history
Historically 5.4% of companies with its figures were bought within a year (1.07× the average). Its figures put it in decile 7 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.
Waystar Holding's latest quarter
Waystar Holding, Q3 2026: revenue $326M (+21% year over year), operating margin 18.8%, net earnings $31.0M, operating cash flow $104M. The chart follows the revenue to costs, profit and cash.
Questions
Is Waystar Holding being acquired?
No headline, 8-K or 13D about a sale is on file in the last year.
Could private equity buy Waystar Holding?
A leveraged buyout at today's price plus 30% ($37.60 a share) would return about 4% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $21.75 a share (−25% against today's $28.92).
What would a takeover of Waystar Holding cost?
Takeovers in its sector paid a median premium of 30% over the share price before the deal (the middle half 12% to 31%), according to the 14 merger proxies and tender-offer responses on EDGAR that state a premium. At the median, Waystar Holding would cost about $37.60 a share, $7.4B for all its shares.
Updated Nov 8, 2026. Read automatically from SEC filings and public data; errors are possible. Not investment advice.