CAB Payments (LSE: CABP) may go private as Helios Consortium gains majority support for revised $292m bid

The Helios Consortium has submitted an increased possible offer of US$1.15 per share to acquire CAB Payments Holdings plc (LSE: CABP), raising the proposed valuation of the UK-listed cross-border payments firm to US$292 million. The revised offer follows an earlier rejected bid and includes a partial unlisted share alternative, with support now secured for over 50% of CAB Payments’ share capital.

Why is the Helios Consortium returning with a higher offer for CAB Payments now?

The revised proposal from the Helios Consortium signals a strategic inflection point in the turbulent post-IPO journey of CAB Payments Holdings plc. Following a rocky public listing marred by profit downgrades, executive turnover, and the collapse of an acquisition attempt by StoneX Group Inc., CAB Payments had become an increasingly distressed asset in the eyes of long-horizon investors.

The latest move by the Helios Consortium, which includes Helios Investors V, Helios Fairfax Partners Corporation, and supporting affiliates from Helios Fund III, marks a more determined push to take the company private. The new proposed offer of US$1.15 per share reflects a 21% premium over the stock’s 30-day volume-weighted average price (VWAP), and a 37% premium over the 90-day VWAP, suggesting a deliberate valuation reset to gain shareholder alignment after the board rejected the earlier US$1.05 offer on January 24, 2026.

Strategically, Helios appears to be doubling down on its thesis that CAB Payments’ long-term potential is better unlocked in a private setting—shielded from the pressures of public markets and quarterly earnings cycles. The inclusion of a partial unlisted share alternative allows Helios to hedge capital outlay while giving interested shareholders a path to continue riding the turnaround privately.

Importantly, the consortium now controls or has secured letters of support for 50.33% of the outstanding share capital. This significantly strengthens its hand ahead of any formal offer, especially if the transaction is structured as a scheme of arrangement, which typically requires 75% approval.

How does the partial unlisted share alternative change the equation for investors?

While the all-cash offer provides a clean exit, the introduction of the unlisted share alternative creates optionality—an increasingly common feature in PE-led public-to-private deals where the target’s valuation is seen as cyclical or turnaround-driven.

In this case, investors wary of crystallising losses at current market levels may be inclined to roll into the unlisted vehicle, betting on Helios’s ability to rebuild value away from the glare of public market scrutiny. However, the illiquidity of unlisted shares and absence of near-term monetisation routes could deter certain institutional investors bound by mandates requiring listed exposure.

That trade-off is deliberate. By limiting the scale of the unlisted option, Helios ensures that majority control remains tight, while offering just enough continuity to prevent resistance from long-standing shareholders like Eurocomm Holding Limited, which had earlier signalled conditional support for a deal at or above US$1.05.

What challenges and risks still surround the proposed acquisition?

Despite achieving de facto control via shareholding and intent letters, the Helios Consortium must still navigate several execution risks. First, the offer remains “possible” and not yet firm, meaning due diligence, regulatory clearance, and final structuring elements are still pending. If structured as a scheme of arrangement, Helios will need to convert its current 50.33% support into supermajority backing.

Second, regulatory and governance concerns linger over CAB Payments’ earlier stumbles. The company’s sharp valuation decline post-IPO—following a July 2023 listing that priced at 335p—has sparked questions around internal forecasting, investor communication, and leadership stability. That legacy risk, while potentially addressable under private ownership, may complicate institutional support in the interim.

Third, competitive counteroffers—while not currently in play—cannot be ruled out entirely. The market witnessed a prior withdrawal by StoneX, but that episode could still encourage opportunistic bids if peers see value in CAB’s remittance corridors and African market infrastructure.

What is the strategic logic for Helios behind acquiring CAB Payments now?

The Helios playbook in Africa and frontier-market financial services is well established. CAB Payments, which offers FX and cross-border payments infrastructure for hard-to-access markets, aligns tightly with that thesis. Despite recent turbulence, CAB Payments still controls meaningful infrastructure for remittance, FX, and liquidity provisioning across parts of Sub-Saharan Africa and South Asia.

With the company’s valuation now effectively halved compared to its listing, Helios appears to be buying distressed digital rails at a discount. The firm’s prior investments suggest that it sees an opportunity to either roll CAB Payments into a larger pan-African financial infrastructure platform or re-engineer it into a leaner remittance and B2B payments specialist.

The timing is also significant. Central bank digital currency pilots, real-time gross settlement systems, and compliance upgrades across African markets are likely to increase demand for regulated, scalable cross-border payments solutions. If CAB Payments can be repositioned quickly, the upside in the medium-term could be substantial.

How does this deal reflect wider sentiment toward London-listed fintechs?

CAB Payments’ downfall from one of London’s most anticipated fintech IPOs to a target of a take-private deal less than two years later is emblematic of a wider disillusionment with the UK fintech listing environment. Public markets have shown limited appetite for emerging-market fintech plays with long payback periods and volatile earnings profiles.

Helios’s revised offer could serve as a case study in how sponsors are selectively removing such undervalued assets from public view. It also highlights the continuing shift of capital formation for growth-stage financial infrastructure away from public exchanges and toward private vehicles backed by long-term investors.

For London, the loss of CAB Payments from the LSE would be another setback in its efforts to retain high-growth, tech-adjacent listings. The transaction’s outcome could influence how future fintechs assess the trade-offs between public visibility and private execution latitude.

What signals are institutional investors watching before deciding?

For institutional investors still weighing their options, the key signals include the conversion of this possible offer into a formal, binding bid; further clarity on the governance, liquidity, and structure of the unlisted share alternative; and whether the board of CAB Payments ultimately recommends the deal.

Market watchers will also be closely monitoring for any regulatory responses, competing offers, or public commentary from other large shareholders. For now, Helios has the momentum—but the timeline for closure remains fluid.

Key takeaways: What this potential acquisition of CAB Payments by Helios means for investors and fintech markets

• The Helios Consortium has raised its possible offer for CAB Payments to US$1.15 per share, valuing the firm at US$292 million.

• The new offer includes a partial unlisted share alternative, creating optionality for existing shareholders.

• Over 50% shareholder support has already been secured via direct holdings and a non-binding letter of intent from Eurocomm.

• The earlier US$1.05 offer was rejected by CAB Payments’ board, triggering this higher follow-up bid.

• CAB Payments’ post-IPO challenges included profit warnings, executive churn, and a failed buyout attempt by StoneX.

• Helios believes CAB Payments is better suited to private ownership for operational and strategic realignment.

• The deal aligns with Helios’s historic focus on African and frontier-market financial infrastructure.

• Investors who opt for the unlisted alternative will face liquidity constraints but may gain from long-term value recovery.

• A successful take-private could signal further retreat of growth-stage fintechs from the London Stock Exchange.

• Final execution depends on whether Helios formalizes the offer and can secure supermajority support for a scheme.