16 Sep 2026, Wed

Waystar Is Down Big. Now It Wants Out.

Here is the question investors should ask about Waystar: if the business is growing revenue at 18% year over year and generating a 43% adjusted EBITDA margin, why is the stock down roughly 24% in 2026? And if those numbers are real, why is management now exploring a sale?

Those two questions are not in tension. They are the thesis.

Why This Matters Now

Reuters reported Tuesday that Waystar is exploring options including a potential sale, and has hired Evercore to advise on a process that sources describe as early-stage. Plans could change and a deal may not materialize. Even so, WAY shares rose more than 8% in early trading on Tuesday after the report landed, recovering ground from a year that had punished the stock well before Tuesday morning.

The Investment Thesis

Waystar’s market value has fallen to roughly $4.8 billion after a 24% slide in its share price this year amid a broader selloff in the software sector. That gap between operating performance and stock performance is the core of the bull case. Private-market valuations for healthcare software companies have held up better than public-market valuations in recent years, potentially making Waystar an attractive acquisition target. When a business beats consensus revenue estimates across multiple quarters and still loses a quarter of its value, the public market has arguably mispriced it.

The Business Behind the Stock

Waystar provides software that helps hospitals and doctors manage payments and automate administrative work. In Q2 2026, the company reported 18% revenue growth to $320 million and a 43% adjusted EBITDA margin. Waystar also raised full-year 2026 guidance, targeting revenue of $1.276 to $1.294 billion and adjusted EBITDA of $535 to $545 million, and reported a net revenue retention rate of 108%. That last figure matters: existing clients are spending more each year, which is the clearest sign of product stickiness in a SaaS business.

What’s Changing

Waystar’s biggest backers, buyout firm EQT, Canada Pension Plan Investment Board, and Bain Capital, took it public in 2024. EQT remains the company’s largest shareholder with about a 13% stake, while Canada Pension Plan Investment Board holds about 10% and BlackRock holds about 8%, according to market data cited alongside the Reuters report.

Those three names matter because they have long investment horizons and, collectively, an incentive to surface value that the public market has not rewarded. A take-private would let them do exactly that without the quarterly scrutiny of being listed.

RBC added that while private equity firms could be potential buyers, the list of potential strategic acquirers is relatively short, calling Oracle the obvious first name, followed by UnitedHealth Group’s Optum. However, it noted that Optum could face regulatory scrutiny, while Oracle is already focused on heavy spending and debt related to its AI expansion.

The Risks

Evercore ISI called the Reuters report “surprising” but said exploring a deal makes sense given Waystar’s decline this year, adding that management could be looking for ways to maximize shareholder value following the stock’s weakness. That framing cuts both ways: if a deal requires justifying a premium to a stock already discounted, financing terms and buyer appetite will determine whether the math works. No deal is guaranteed, and an early-stage process that stalls would likely send shares back toward their pre-announcement lows.

Part of the stock’s pullback reflects a broader reset: investors have been paying less for predictable subscription-style cash flows, especially as questions grow about whether artificial intelligence will change how software is built and priced. Any buyer will have to take a view on that structural question.

What Investors Should Watch Next

Citi reiterated a Buy rating and $28 price target on Waystar after the Reuters report. RBC Capital maintains an Outperform rating and $44 price target. The spread between those two numbers captures the real uncertainty: is $4.8 billion the floor for a deal, or the ceiling?

Watch for any indication that a second-round process is forming, disclosure of formal bids, or movement from EQT on its stake. Each would signal whether this is a genuine transaction or a value-surfacing exercise with no buyer at the table.

Bottom Line

Waystar is a profitable, growing healthcare software platform whose stock has been caught in a sector-wide compression that has little to do with its underlying results. The Evercore mandate is a credible signal that insiders believe the public price is wrong. Whether a buyer agrees, and at what price, is the only question that matters from here.