Announcement • Nov 06
Shift4 Payments, LLC completed the acquisition of Smartpay Holdings Limited (NZSE:SPY). Shift4 Payments, LLC entered into a scheme implementation agreement to acquire Smartpay Holdings Limited (NZSE:SPY) for NZD 290 million on June 23, 2025. A cash consideration of NZD 290.33 million valued at NZD 1.2 per share will be paid by Shift4 Payments, LLC. As part of consideration, NZD 290.33 million is paid towards common equity of Smartpay Holdings Limited and NZD 6.029449 million towards 5.024541 million Share Performance Rights. In case of termination of transaction, Shift4 Payments, LLC will pay a termination fee of NZD 2.96 million and seller will pay a termination fee of NZD 2.96 million. The scheme is subject to the approval by the shareholders of Smartpay Holdings Limited, consent under the New Zealand Overseas Investment Act 2005 and approval of the New Zealand High Court. The approval by the shareholders of Smartpay Holdings Limited shall be sought at a special meeting of shareholders expected to be held in Q3 2025. The Board of Directors of Smartpay Holdings Limited formed a special committee for the transaction. The Board of Directors of Smartpay Holdings Limited unanimously recommend that the shareholders vote in favour of the scheme. The scheme is expected to be implemented by Q4 2025. As on August 4, 2025, consent under the Overseas Investment Office has been obtained and OIO condition has been satisfied. On September 17, 2025, the High Court granted initial orders in respect of the Scheme of Arrangement. Smartpay will seek that the High Court grant final orders approving the Scheme if shareholders approve the Scheme at the Scheme Meeting. The scheme meeting will be held at 12.30pm NZDT (10.30am AEDT) on Tuesday, October 14, 2025. Final Court Hearing to approve the Scheme and grant the Final Orders will take place on 10:00am on October 24, 2025. Smartpay Shares will be suspended from trading on both the NZX Main Board and ASX on October 29, 2025. The transaction will be implemented on November 4, 2025.
Sodali & Co acted as information agent for Smartpay Holdings Limited. James Cooney and Anna Buchly of Bell Gully acted as legal advisor for Smartpay Holdings Limited. Rachel Dunne and Joshua Pringle of Chapman Tripp acted as legal advisor for Shift4 Payments, LLC. Computershare Investor Services Limited acted as transfer agent/registrar for Smartpay Holdings Limited. Morgan Stanley & Co. Limited acted as financial advisor to Smartpay Holdings Limited. Calibre Partners acted as fairness opinion provider to Smartpay Holdings Limited.
Shift4 Payments, LLC completed the acquisition of Smartpay Holdings Limited (NZSE:SPY) November 4, 2025. With effect on and from implementation, Gregor Barclay, Matthew Turnbull, Geoffrey Carrick, Shelley Ruha and Carlos Gil resigned as directors of Smartpay and Taylor Lauber and Jordan Frankel have been appointed as directors of Smartpay. Martyn Pomeroy will continue as a director of Smartpay. Announcement • Oct 13
Smartpay Holdings Limited to Report First Half, 2026 Results on Nov 24, 2025 Smartpay Holdings Limited announced that they will report first half, 2026 results on Nov 24, 2025 Price Target Changed • Aug 05
Price target increased by 20% to NZ$1.08 Up from NZ$0.90, the current price target is provided by 1 analyst. New target price is approximately in line with last closing price of NZ$1.13. The company posted a net loss per share of NZ$0.003 last year. 
