The long-trailed merger of embedded banking platform Railsr and payments firm Equals Group is set to go ahead through a £283 million takeover deal.
A newly-incorporated company, called by BidCo, owned by a consortium made up of Railsr shareholders and PE firms TowerBrook Funds and JC Flowers Funds - will pay Equals shareholders 140 pence per share - 135 pence in cash plus a special dividend of five pence per share.
The agreement, which is expected to close in the second quarter of 2025, represents a 37% premium on the closing price of Equals on 31 October 2023, putting an end to a long-running saga.
Last year Railsr was forced into a fire sale to a consortium of investors to stave off a complete collapse. The rescue deal saw Railsr placed into administration under a new operating name, Embedded Finance.
Having stabilised thanks to £24 million in financing from long-time investors D Squared Capital and Moneta Venture Capital, in March the company approached Equals Group for a merger.
Equals had itself been carrying out a review of its strategic options but no deal with Railsr was secured for more than half a year.
Explaining its reasoning behind the newly-agreed acquisition, the consortium says it "strongly believes that by combining Equals' and Railsr's respective strengths in foreign exchange, payments and banking services, it will further accelerate the right-to-win of the respective businesses".
Former Chancellor of the Exchequer Philip Hammond, who took on the role of Railsr chairman in February, says: "Today's announcement represents a major strategic step for Railsr at a pivotal moment in the development of the embedded finance market.
"We are creating a significant new player. At a time when there is much fragmentation in the market, we will be well placed to provide an enhanced service to our customers."