Priority Technology CEO Agrees to Take Payments Firm Private at $1.6 Billion

Priority Technology Holdings is heading off public markets at a price its chairman and CEO helped negotiate from both sides of the table. According to Reuters, the Atlanta-based payments and banking solutions provider agreed Monday to be taken private by an investor group led by Chairman and CEO Thomas Priore in a transaction valued at roughly $1.6 billion in enterprise value.

The deal price is $8.05 per share in cash for every share the group doesn't already own. That's a 65% premium to the stock's closing price on Nov. 7, 2025, the last trading day before Priore's preliminary acquisition proposal first became public, and a 38% premium to where the stock closed on Sept. 18, the last trading day before this week's announcement.

The final number required real negotiating to reach. As reported by Reuters, the agreed price is more than 30% above Priore's initial offer of $6 to $6.15 per share. The gap between open and close matters here: a CEO who tables a low-ball opening bid and then walks away with his company at a materially higher price is a situation that invites scrutiny of the process, regardless of how clean the outcome looks on paper.

On process, the company says a special committee of independent directors unanimously recommended the transaction after a review conducted with its own legal and financial advisers. That structure is the standard defense against conflict-of-interest claims when a CEO is the buyer, but the committee's willingness to accept a price nearly one-third above the initial offer suggests it either had credible alternatives in hand or enough leverage to extract a concession. The company hasn't disclosed which.

The equity commitments come from funds advised by Searchlight Capital Partners, which fills the sponsor role in what amounts to a management-led buyout with private equity backing. Searchlight isn't a household name in payments, but its involvement gives Priore the balance-sheet support to fund the premium without sole reliance on debt.

The deal's termination economics are worth noting. Per Reuters, the agreement includes a $15.75 million fee payable by Priority if the deal breaks on its end, and a $35.25 million reverse termination fee payable by the buyer if the acquirer walks. That asymmetry, with the buyer on the hook for more than twice the seller's exposure, is fairly standard in CEO-led buyouts where regulators or financing could derail the timeline, but it also signals that the special committee extracted some downside protection for shareholders.

Priority Technology operates in the payments processing and embedded finance space, a sector that has drawn steady PE interest over the past several years as software platforms have pushed deeper into financial services. Taking the company private removes the reporting burden and short-term earnings pressure that can constrain investment in product and infrastructure, the usual rationale CEOs give for exits of this kind. Priore hasn't made that argument publicly in the deal documents reviewed by Reuters, so investors should read the strategic logic with the usual caution they'd apply to any forward guidance.

The deal still requires shareholder approval and standard regulatory clearance. No closing date has been disclosed.

Sources cited:
- Reuters (via WSAU News) (https://wsau.com/2026/09/21/priority-technology-to-go-private-in-1-6-billion-ceo-led-deal/)
- Quartz (https://qz.com/priority-technology-holdings-going-private-ceo-buyout-092126)