Waystar Explores Sale as Analysts Flag Deep Discount to Intrinsic Value

Waystar shares jumped as much as 16% in premarket trading Tuesday after Reuters reported the healthcare payment software company is exploring strategic alternatives, including a potential sale that could take it private. The stock held onto most of those gains through the morning, up 11% by midday.

Reuters, citing seven sources familiar with the matter, said Waystar has hired Evercore to advise on the process. Two sources described the effort as early stage, cautioning that plans could shift and that a sale may not happen at all. Waystar declined to comment. No transaction price or valuation was disclosed.

The timing matters. Waystar went public two years ago, but its stock has struggled since, weighed down by sector-wide anxiety over AI's potential to disrupt software incumbents. Shares are down 24% year to date, leaving the company with a market value of roughly $4.8 billion. Reuters pointed to a July Morgan Stanley note flagging investor concern that AI advances could hollow out traditional software moats, even as Waystar's own operations have shown resilience.

That resilience shows up in the numbers. Waystar serves 30,000 clients representing more than 1 million distinct providers, and its platform processed over 7.5 billion healthcare payment transactions last year. Its tools prevented $15.5 billion in denials in 2025, generating a $2.4 billion reimbursement impact for clients. Second-quarter revenue came in at $319.7 million, up 18% year over year and ahead of Wall Street's $316.3 million estimate. Net income was $40.9 million, or 21 cents per share on a GAAP basis, with adjusted EBITDA of $136.7 million.

Management has been confident enough to raise guidance. Waystar now expects 2026 revenue between $1.28 billion and $1.29 billion, with adjusted EBITDA of $535 million to $545 million. Growth and depressed valuation rarely coexist for long. That gap is exactly what analysts say makes Waystar an M&A target now.

The Ownership History Behind the Deal Math

Waystar's roots trace back to 2017, when Navicure and ZirMed merged to form the company. Two years later, Sweden's EQT Partners and the Canadian Pension Plan Investment Board acquired a majority stake, valuing Waystar at $2.7 billion, with Bain Capital retaining a minority position. Those same backers took the company public in 2024. Today EQT remains the largest shareholder with a 13% stake, followed by CPPIB at 10% and BlackRock Institutional Trust Company at 8%, according to LSEG data cited by Reuters.

A more recent transaction complicates any sale math. Last year, Waystar acquired AI-driven revenue cycle company Iodine Software in a $1.25 billion deal, part of an effort to build what executives called a fully autonomous revenue cycle. That deal handed private equity firm Advent International, Iodine's largest shareholder, a meaningful stake in Waystar. Advent received its shares at roughly $37 apiece.

That entry price sets a floor analysts are watching closely. Ryan Daniels, healthcare services and technology analyst at William Blair, wrote that Advent's cost basis could shape pricing in any transaction. "We believe Advent would need approximately low/mid-$30 share deal in this potential transaction to be 'cleared,'" Daniels wrote. He also noted that over the course of 2025, Waystar completed three secondary transactions worth roughly $2.2 billion, with shares priced between $38.75 and $40.00. Against an intraday price of just under $27 at the time of his note, Daniels calculated the stock traded at 11 times his 2027 EBITDA estimate, near trough multiples for the shares.

Elizabeth Anderson, healthcare equity research analyst at Evercore ISI, framed the strategic review as a rational response to a market that has failed to reward the company's fundamentals. "While surprising today, it makes sense to us that WAY's management would seek to maximize shareholder value," Anderson wrote. "With the stock down ~24% YTD, it may have been less appreciated in the public markets than its intrinsic value."

William Blair's analysts flagged risks alongside the opportunity. Slower-than-expected integration of Iodine and delayed synergy realization top the list. Softness in healthcare transaction volumes could also weigh on results, as could rising competition from electronic health record vendors embedding their own revenue cycle tools directly into their platforms. Execution risk on Waystar's broader AI roadmap remains an open question, particularly given the sector-wide disruption fears Morgan Stanley highlighted.

The Bottom Line

Waystar's situation captures a broader tension in healthcare software right now. Fundamentals look solid: double-digit revenue growth, expanding margins, raised guidance, and a platform processing billions of transactions annually. Yet the stock has been punished anyway, caught in a sector-wide repricing driven by fears that AI will erode traditional software economics before it becomes a growth driver for the incumbents themselves.

That disconnect is precisely what makes a sale plausible. A price in the low-to-mid $30s would likely satisfy Advent's cost basis from the Iodine deal while still representing a premium to the current trading range near $27. Whether EQT, CPPIB, and BlackRock, the company's largest shareholders, see enough long-term value to hold rather than sell will determine whether this process produces a transaction or simply validates the stock at current levels. For now, the process is early, Evercore is at the table, and Wall Street is treating the depressed valuation as the real story, not the AI disruption narrative that created it.