Mister Car Wash, Inc. (NASDAQ:MCW) has agreed to a take-private transaction led by affiliates of Leonard Green & Partners, with minority shareholders set to receive $7.00 in cash per share.
Under the merger agreement, investors other than the sponsor group will be cashed out at $7.00 per share. The acquisition will be financed in part through a committed $900 million term loan. A special committee of independent directors, along with the full board, determined that the deal is fair to unaffiliated shareholders.
Stockholders affiliated with Leonard Green, who control roughly 67% of the company’s voting power, have already approved the transaction via written consent. The move clears the way for the company to delist from Nasdaq and cease public reporting once closing conditions—including regulatory approvals and distribution of an information statement—are met.
The agreement provides cash consideration for restricted stock units and in-the-money options. It also includes reciprocal termination fee protections and rollover arrangements, under which Leonard Green-affiliated shareholders will exchange a portion of their existing holdings for equity in the newly formed parent company.
The buyout announcement coincided with the release of solid 2025 financial results. Mister Car Wash reported 6% annual revenue growth to just over $1 billion, improved adjusted EBITDA and a 7% increase in its Unlimited Wash Club membership base to approximately 2.3 million subscribers. The company also expanded its footprint to 548 locations during the year.
With the transaction pending, management has withdrawn forward guidance and canceled its scheduled earnings call as it transitions away from public markets under private ownership.
From a financial standpoint, the company’s profile reflects revenue and EBITDA growth supported by positive earnings commentary. However, technical indicators point to a bearish trend, while valuation metrics appear moderately attractive. Cash flow pressures and competitive dynamics remain areas of focus.
More about Mister Car Wash
Headquartered in Tucson, Arizona, Mister Car Wash operates around 550 car wash locations across North America and manages the largest car wash subscription platform in the region through its Unlimited Wash Club. The company emphasizes express wash services, technology-driven operations and recurring membership revenue, while promoting consistent service standards and environmentally conscious practices.