Nayax Ltd. (TASE:NYAX) entered into an Definitive Agreement to acquire Retail Pro International, LLC from Partners for Growth Managers, LLC and others for an enterprise value of $36.5 million on October 30, 2023. The purchase price for the transaction represents an implied enterprise value of $36.5 million on a cash-free debt-free basis. Nayax expects $2 million of deferred revenue to be treated as a reduction to the purchase price. Purchase consists of an initial payment of approximately $20 million in cash at closing and the remainder, subject to certain earnout targets being met, paid over three years in either cash or equity as determined by Nayax. Nayax expects to finance the initial payment with already committed bank financing. For the fiscal year 2022, Retail Pro generated approximately $14.656 million in reported revenue and approximately $4.269 million in reported EBITDA. Both Nayax and Retail Pro have received unanimous approval by each company?s governing body for the transaction. The closing is expected to be in Q4 2023, subject to the satisfaction of customary closing conditions. Management expects that following the closing, the acquisition will be immediately accretive to net income. Tiberius Capital Markets is acting as financial advisor to Nayax. Reed Smith and Herzog Fox Neeman are serving as legal advisors to Nayax. Joe Bailey and Chris Hall of Perkins Coie acted as legal advisors to Retail Pro.

Nayax Ltd. (TASE:NYAX) completed the acquisition of Retail Pro International, LLC from Partners for Growth Managers, LLC and others for $30.9 million on November 30, 2023.