Regional competition watchdogs are reviewing a proposed £221 million ($297 million) acquisition of London-listed cross-border payments firm, CAB Payments Holdings Plc, by Helios-backed Mara BidCo.
The deal, which would see Mara BidCo acquire an additional 54.89 percent stake in CAB Payments, is subject to regulatory clearance by the Comesa Competition Commission and the East African Community Competition Authority.
Through its investment funds, Helios already owns 45.11 percent of the company after investing in the business in 2016.
Mara BidCo, a special purpose vehicle backed by Helios, has offered 115 pence ($1.53) per share for the outstanding shares, valuing CAB Payments on a fully diluted basis.
The Comesa Competition Commission and the East African Community Competition Authority are expected to examine not only the change in control but also the transaction's broader implications, including plans to delist CAB Payments from the London Stock Exchange and re-register it as a private company once the required ownership thresholds are met. “The Authority shall, in accordance with the provisions of the Act and Regulations, determine, among other things, whether or not the acquisition is likely to substantially lessen competition within the Community or is contrary to the public interest,” said the EAC competition watchdog.
Mara BidCo has also indicated it would compulsorily acquire any remaining shares if it secures at least 90 percent acceptance of the offer, giving it full control of the business.CAB Payments provides cross-border payment and foreign exchange services to banks, financial institutions, fintechs and businesses operating in emerging markets, including Kenya. “Based on the cash offer, the acquisition values the entire issued and to be issued share capital of CAB Payments on a fully diluted basis at approximately $297 million (and £ 221 million),” said Mara Bidco in the offer documents.Helios, has operations in Kenya, Uganda, Burundi and the Democratic Republic of Congo, bringing the deal under Comesa's merger rules.Helios says taking CAB Payments private will allow the company to invest for long-term growth after a difficult period as a listed firm, marked by profit warnings and management changes.“The parties submitted that the proposed transaction presents an opportunity for CAB Payments to obtain the required expertise to thrive in the new global architecture for cross-border payments and foreign exchange in which digital currencies play a significant role,” the Comesa competition regulator said.Helios argues that private ownership would give CAB Payments the flexibility to invest in new payment technologies and adapt to changes in global foreign exchange markets following a difficult period as a listed company.Helios is known in the region for acquiring controlling stake in Telkom Kenya from France's Orange in 2016 before exiting the investment in 2022, when the Kenyan government bought back its 60 percent shareholding for about Ksh6 billion ($46 million).The regulators have invited customers, competitors and other interested parties to submit their views before making a decision.
