Mister Car Wash’s $3.1 Billion Take-Private

Cleary Gottlieb is representing BofA Securities Inc. (BofA Securities) as financial advisor to the special committee of the board of directors of Mister Car Wash Inc. (Mister Car Wash) in its announced acquisition by funds managed by Leonard Green & Partners L.P. (LGP) in an all-cash transaction implying a total enterprise value of $3.1 billion.

Under the terms of the merger agreement, Mister Car Wash shareholders other than LGP’s affiliates will receive $7 in cash for each share of common stock they own. The purchase price represents a 29% premium to the volume-weighted average price of the shares during the 90 days prior to and including February 17, 2026.

The merger was announced on February 18, 2026, and is expected to close in the first half of 2026, subject to obtaining regulatory approvals and the satisfaction and waiver of other customary closing conditions.

Mister Car Wash is headquartered in Tucson, Arizona, and operates approximately 550 locations and has the largest car wash subscription program in North America.

LGP is a leading private equity investment firm founded in 1989 and based in Los Angeles with over $75 billion of assets under management. The firm primarily focuses on services, including consumer, healthcare, and business services, as well as distribution and industrials. LGP has been a long-term strategic partner to Mister Car Wash since its initial investment in 2014 and is currently the beneficial owner of approximately 67% of the company’s outstanding shares of common stock.

For more information, please see the press release.

The Cleary team includes partner Paul Shim and associate Abhishek Dalal.