OFX Group has accepted a recommended all-cash takeover bid from UK-based Equals at $1.00 per share, more than doubling its share price from early February. The deal values OFX at $247 million equity and hinges on due diligence, debt financing, and shareholder approval, while the company reports steady growth in its corporate payments business and strong non-FX revenue.
- Equals offers $1.00 per share, 108% premium
- Deal values OFX at $247 million equity
- Board intends unanimous recommendation subject to conditions
- 1Q FY27 shows steady corporate client growth
- Non-FX revenue surges 195% year-on-year
Equals Proposes All-Cash Takeover at $1.00 per Share
OFX Group Limited (ASX:OFX) has entered into a binding Transaction Process Deed with Alakazam Holdings Bidco Limited, the vehicle for UK-based international payments firm Equals Group Limited, outlining a recommended all-cash acquisition offer of $1.00 per share. This values OFX’s equity at approximately $247 million and implies a 9.2x EV/EBITDA multiple for FY26. The offer represents a hefty 108% premium to OFX’s undisturbed share price of $0.48 on 4 February 2026, prior to the company’s strategic review announcement.
The transaction remains subject to Equals completing confirmatory due diligence, securing debt financing, and obtaining necessary approvals. Equals has four weeks of exclusivity to finalise these steps, extendable by another four weeks. The OFX Board has signalled its intention to unanimously recommend the scheme of arrangement to shareholders, contingent on satisfactory financing arrangements, no superior proposal emerging, and the Independent Expert’s endorsement.
Strategic Review Culminates in Sale to Equals
Since launching its strategic review in early February, OFX has explored various inorganic options, including non-binding offers and partial sales, alongside continuing its organic growth plans. The Board’s thorough evaluation over six months, including shareholder consultations, led to the conclusion that the current proposal from Equals offers the best outcome for shareholders.
The deal’s cash consideration may be adjusted by up to four cents per share based on OFX’s cash position at implementation, with net debt standing at $18.1 million in loans and borrowings and $16.9 million in lease liabilities as of 31 March 2026.
1Q FY27 Trading Update Reflects Steady Progress on OFX 2.0
Alongside the transaction announcement, OFX provided a first-quarter trading update for FY27, highlighting positive momentum in its corporate and enterprise segments. The rollout of the New Client Platform (NCP) is now complete across all major markets, including recent launches in New Zealand and Singapore, driving a 16.5% increase in new transacting corporate clients compared to the previous quarter.
Non-FX revenue, encompassing corporate cards, pay-by-card, and subscriptions, surged 195.3% year-on-year to $0.8 million, with card revenue alone up 43.9% quarter-on-quarter. Multi-product adoption among corporate clients has surpassed 10%, indicating deeper client engagement and stickiness.
Net Operating Income (NOI) was steady quarter-on-quarter at $43.9 million but remained 20% below the prior corresponding period, reflecting subdued business confidence amid geopolitical and interest rate uncertainties. Enterprise revenue rebounded strongly, up 94.5% from the previous quarter, while the high-value consumer segment experienced a 7.7% decline quarter-on-quarter due to fewer large property transactions.
Equals’ Profile and Deal Protections
Equals is a UK-based FCA-regulated electronic money and payment institution with operations across the UK and Europe. The proposed acquisition would fold OFX into a broader international payments platform, combining modern payments technology, compliance, and servicing.
The Transaction Process Deed imposes exclusivity and no-shop restrictions on OFX, preventing it from soliciting or negotiating competing proposals during the exclusivity period. However, the Board retains the ability to consider a superior proposal under strict conditions, including a matching right allowing Equals to counter any competing bid.
Goldman Sachs and Allens act as financial and legal advisors to OFX, respectively.
Bottom Line?
While the takeover offer delivers a compelling premium, the deal’s completion hinges on Equals securing debt financing and shareholder approval, with OFX’s strategic platform transition underpinning its growth prospects.
Questions in the middle?
- Will Equals secure the necessary debt financing within the exclusivity period?
- Could a superior proposal emerge given OFX’s strategic positioning and premium offer?
- How will OFX’s ongoing platform migration and non-FX revenue growth influence shareholder sentiment?