Increased possible offer for CAB Payments Holdings plc by the Helios Consortium

Core Viewpoint - The Helios Consortium is proposing an increased possible offer of US$1.15 in cash per share for CAB Payments Holdings plc, aiming to acquire the entire issued share capital excluding shares already held by Helios Fund III [2][3]. Offer Details - The Increased Possible Offer includes a cash offer of US$1.15 per existing CAB Payments share, which represents a 21% premium to the volume-weighted average share price for the thirty-day trading period and a 37% premium for the ninety-day trading period ending on January 30, 2026 [9]. - The Helios Consortium holds or has received support for 127,905,170 shares, representing 50.33% of CAB Payments' issued share capital [3][12]. - A partial unlisted share alternative will be available should a firm offer be made, allowing shareholders to remain invested in the company [4]. Background Context - The previous offer of US$1.05 per share was rejected by CAB Payments' independent committee on January 24, 2026 [5]. - CAB Payments has faced challenges as a listed company, including a profit downgrade, changes in executive leadership, and a withdrawn offer from StoneX Group Inc. The Helios Consortium believes that private ownership will better support the long-term success of the business [6]. Shareholder Support - Eurocomm Holding Limited has provided a non-binding letter of intent supporting an offer at a price of no less than US$1.05 per share, which includes the Unlisted Share Alternative [11]. - Helios Fund III holds 114,640,189 shares, approximately 45.11% of CAB Payments' existing issued ordinary share capital as of January 30, 2026 [10]. Financial Advisory - Rothschild & Co is acting as the financial adviser to the Helios Consortium in this matter [7].