Filing Flows › Williams Sonoma (WSM) › Takeover & LBO
Is Williams Sonoma (WSM) a takeover target?
A leveraged buyout at today's price plus 30% ($332.28 a share) would return a loss of about 2% a year to a private-equity buyer over 5 years; no price, however low, gets a buyer to 20%. Historically 2.1% of companies with its figures were bought within a year (0.43× the average).
The buyout, step by step
| Entry | Amount | How |
|---|---|---|
| Offer price a share | $332.28 | today's $255.60 plus 30% |
| × shares | 118.9 million | |
| = Equity value | $39.5B | |
| + Debt refinanced | $0 | |
| − Cash | $1.0B | |
| = Enterprise value | $38.5B | 21.8× EBITDA of $1.8B |
| Fees | $770M | 2% of the price |
| New debt | $9.7B | 5.5× EBITDA at 7.65% a year; the limit that binds: 5.5× EBITDA |
| Buyer's own money | $29.5B | 75% of the cost |
5 years under the buyer
| Year | Revenue | EBITDA | Interest | Free cash flow | Debt left |
|---|---|---|---|---|---|
| Year 1 | $8.2B | $1.8B | $744M | $566M | $9.2B |
| Year 2 | $8.4B | $1.9B | $701M | $625M | $8.5B |
| Year 3 | $8.6B | $1.9B | $653M | $689M | $7.8B |
| Year 4 | $8.8B | $2.0B | $600M | $760M | $7.1B |
| Year 5 | $9.1B | $2.0B | $542M | $838M | $6.2B |
The exit and the buyer's return
| Exit | Amount | |
|---|---|---|
| Exit multiple | 16.6× EBITDA | today's trading multiple, before any premium |
| Enterprise value at exit | $33.4B | |
| − Debt left | $6.2B | |
| = Buyer's equity | $27.2B | |
| Money multiple | 0.92× | on $29.5B put in |
| Buyer's yearly return (IRR) | −1.6% |
Price against return
What the buyer makes at other premiums over today's $255.60.
| Premium | Price a share | Buyer's IRR |
|---|---|---|
| 10% | $281.16 | 3.1% |
| 20% | $306.72 | 0.6% |
| 30% | $332.28 | −1.6% |
| 40% | $357.84 | −3.6% |
| 50% | $383.40 | −5.3% |
The figures used
| Figure | Amount | |
|---|---|---|
| Revenue, last 12 months | $8.0B | |
| EBITDA, last 12 months | $1.8B | 22.1% of revenue |
| Depreciation and amortization | $231M | |
| Capital spending | $266M | |
| Debt | $0 | |
| Cash | $1.0B | |
| Share price | $255.60 | 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 2.2% 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 25% 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, Williams Sonoma would cost about $338.67 a share, $40.3B for all its shares.
| Premium | % | Price a share | All shares |
|---|---|---|---|
| Low end (a quarter of deals paid less) | 20% | $306.72 | $36.5B |
| Median | 32.5% | $338.67 | $40.3B |
| High end (a quarter paid more) | 51.8% | $388.00 | $46.1B |
The odds, from history
Historically 2.1% of companies with its figures were bought within a year (0.43× 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.
Williams Sonoma's latest quarter
Williams Sonoma, Q2 FY27: revenue $2.0B (+7% year over year), operating margin 22.9%, net earnings $338M, operating cash flow $540M. The chart follows the revenue to costs, profit and cash.
Questions
Is Williams Sonoma being acquired?
No headline, 8-K or 13D about a sale is on file in the last year.
Could private equity buy Williams Sonoma?
A leveraged buyout at today's price plus 30% ($332.28 a share) would return a loss of about 2% a year to a private-equity buyer over 5 years; no price, however low, gets a buyer to 20%.
What would a takeover of Williams Sonoma 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, Williams Sonoma would cost about $338.67 a share, $40.3B for all its shares.
Updated Nov 8, 2026. Read automatically from SEC filings and public data; errors are possible. Not investment advice.