One ASX All Ords stock is flying high today despite the market weakness.
In morning trade, the Smartpay Holdings Ltd (ASX: SMP) share price is up 12% to $1.05.
This compares to a 0.95% decline by the All Ordinaries index.
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Why is this ASX All Ords stock jumping?
Investors have been scrambling to buy the company's shares after it accepted a takeover offer from US-based payments company Shift4 Payments.
Shift4 provides integrated payments solutions and commerce technology, processing over US$260 billion in transactions each year in over 45 countries and servicing more than 200,000 customers across more than 100 payment methods.
According to the release, the two parties have entered into a scheme implementation agreement which will see Shift4 acquire all Smartpay shares for NZ$1.20 (A$1.11) per share in cash.
This deal values Smartpay's equity at around A$274 million, with an enterprise value of approximately A$283 million.
Premium offer
The release notes that the NZ$1.20 per share offer represents a 46.5% premium to the ASX All Ords stock's 90-day volume weighted average price (VWAP) of NZ$0.82. It also implies an acquisition multiple of roughly 14.2 times FY 2025 normalised EBITDA, which excludes NZ investment costs.
Shift4 declared the offer as its "best and final price" unless a competing proposal emerges.
The ASX All Ords stock's board has unanimously recommended that shareholders vote in favour of the scheme. This is subject to an independent expert's report and there being no superior proposals.
The company's largest shareholder, Microequities Asset Management (ASX: MAM), which controls approximately 13.3% of Smartpay shares, has expressed support for the deal and intends to vote in its favour.
Smartpay's CEO, Marty Pomeroy, commented:
Smartpay remains focused on being the payments partner of choice, investing and adding scale to our existing Australian and New Zealand business. The proposed transaction, if completed, will see Shift4 partner with Smartpay to deliver an enhanced value proposition to our customers, employees and other stakeholders while delivering immediate and derisked value to our current shareholders.
What happens next?
The transaction is subject to several conditions. This includes shareholder approval, clearance under the New Zealand Overseas Investment Act, and final approval by the New Zealand High Court. A special meeting of shareholders is expected to take place in the third quarter of 2025.
Tyro Payments Ltd (ASX: TYR) shares are tumbling today on the news. It had been interested in acquiring Smartpay and even tabled its own NZ$1.20 per share offer earlier this year.
