Filing Flows › Worthington Enterprises (WOR) › Takeover & LBO
Is Worthington Enterprises (WOR) a takeover target?
A leveraged buyout at today's price plus 30% ($81.58 a share) would return about 1% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $40.05 a share (−36% against today's $62.75). Historically 4.2% of companies with its figures were bought within a year (0.83× the average).
The buyout, step by step
| Entry | Amount | How |
|---|---|---|
| Offer price a share | $81.58 | today's $62.75 plus 30% |
| × shares | 49.2 million | |
| = Equity value | $4.0B | |
| + Debt refinanced | $312M | |
| − Cash | $55.1M | |
| = Enterprise value | $4.3B | 30.5× EBITDA of $140M |
| Fees | $85.3M | 2% of the price |
| New debt | $769M | 5.5× EBITDA at 7.65% a year; the limit that binds: 5.5× EBITDA |
| Buyer's own money | $3.6B | 82% of the cost |
5 years under the buyer
| Year | Revenue | EBITDA | Interest | Free cash flow | Debt left |
|---|---|---|---|---|---|
| Year 1 | $1.5B | $151M | $58.8M | $14.6M | $754M |
| Year 2 | $1.6B | $161M | $57.7M | $21.2M | $733M |
| Year 3 | $1.7B | $170M | $56.1M | $28.0M | $705M |
| Year 4 | $1.8B | $177M | $53.9M | $34.7M | $670M |
| Year 5 | $1.9B | $183M | $51.3M | $41.2M | $629M |
The exit and the buyer's return
| Exit | Amount | |
|---|---|---|
| Exit multiple | 23.9× EBITDA | today's trading multiple, before any premium |
| Enterprise value at exit | $4.4B | |
| − Debt left | $629M | |
| = Buyer's equity | $3.7B | |
| Money multiple | 1.04× | on $3.6B put in |
| Buyer's yearly return (IRR) | 0.8% |
Price against return
What the buyer makes at other premiums over today's $62.75; the IRR reaches 20% at $40.05 a share.
| Premium | Price a share | Buyer's IRR |
|---|---|---|
| 10% | $69.03 | 4.8% |
| 20% | $75.30 | 2.7% |
| 30% | $81.58 | 0.8% |
| 40% | $87.85 | −0.9% |
| 50% | $94.12 | −2.4% |
The figures used
| Figure | Amount | |
|---|---|---|
| Revenue, last 12 months | $1.4B | |
| EBITDA, last 12 months | $140M | 9.8% of revenue |
| Depreciation and amortization | $59.8M | |
| Capital spending | $55.5M | |
| Debt | $312M | |
| Cash | $55.1M | |
| Share price | $62.75 | 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 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 23% 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, Worthington Enterprises would cost about $83.14 a share, $4.1B for all its shares.
| Premium | % | Price a share | All shares |
|---|---|---|---|
| Low end (a quarter of deals paid less) | 20% | $75.30 | $3.7B |
| Median | 32.5% | $83.14 | $4.1B |
| High end (a quarter paid more) | 51.8% | $95.25 | $4.7B |
The odds, from history
Historically 4.2% of companies with its figures were bought within a year (0.83× 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.
Worthington Enterprises' latest quarter
Worthington Enterprises, Q1 FY27: revenue $344M (+13% year over year), operating margin 3.8%, net earnings $42.6M, operating cash flow $66.7M. The chart follows the revenue to costs, profit and cash.
Questions
Is Worthington Enterprises being acquired?
No headline, 8-K or 13D about a sale is on file in the last year.
Could private equity buy Worthington Enterprises?
A leveraged buyout at today's price plus 30% ($81.58 a share) would return about 1% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $40.05 a share (−36% against today's $62.75).
What would a takeover of Worthington Enterprises 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, Worthington Enterprises would cost about $83.14 a share, $4.1B for all its shares.
Updated Nov 8, 2026. Read automatically from SEC filings and public data; errors are possible. Not investment advice.