$PRTH

Priority Technology Shares Surge on $1.6 Billion All-Cash Go-Private Deal

Priority Technology (PRTH) shares soared after the company agreed to be acquired by an investor group led by its Chief Executive Thomas Priore in an all-cash transaction for an enterprise value of about $1.6 billion.Priority's stock climbed 33% in Monday trade, taking its year-to-date gain to 42%.The investor group will acquire all the shares of the payments and banking services provider that it does not already own for $8.05 per share in cash, representing a premium of about 38% to its closing price on Sept. 18. The price is 30% higher than the investor group's initial proposal.Funds advised by Searchlight Capital Partners will provide equity financing of up to $160 million for the transaction, while the remaining amount will be funded with the existing revolving credit facility and available cash, Priority said in a filing."I am pleased to have reached an agreement that delivers meaningful value to our stockholders and positions the company to achieve our vision for connected commerce," Priore said in a statement.The deal, which requires approval from Priority's shareholders and regulatory clearance, is expected to close in the first half of 2027. Following completion, the company will no longer trade on the Nasdaq Global Select Market, according to the statement.Under the agreement, Priority will owe a $15.8 million termination fee if it accepts a superior proposal, changes its recommendation, or breaches the deal, while the investor group must pay a $35.3 million reverse-termination fee if it breaches or fails to close as required."We believe this is the best path for the unaffiliated stockholders to realize the significant value from their investment in the company," Michael Passilla, chair of the special committee evaluating the proposal, said.Priority affirmed its full-year 2026 outlook in August after it posted better-than-expected second-quarter results driven by an expanding base of partner firms using the platform for payments and treasury services.Barrington Research said that a stock group of 40 electronic transaction processors marked the fifth straight month of positive price performance in August. Out of 39 companies that reported results, 30 exceeded consensus and only seven missed, according to the note.In September, a consortium that includes the family investment firm of Dell Technologies (DELL) Chief Executive Michael Dell agreed to acquire and take Baldwin Insurance (BWIN) private in a deal worth $7.7 billion. In April, private equity firm Hg acquired and took private enterprise finance management platform OneStream for about $6.4 billion.Corpay (CPAY) and TPG completed their $2.2 billion take-private acquisition of accounts payable automation platform AvidXchange last year. In December, Advent finalized its transaction to take insurance software provider Sapiens private for $2.5 billion.Price: $7.78, Change: $+1.95, Percent Change: +33.36%