Nuvei Corporation closed a $2.75 billion all-cash acquisition of Nasdaq-listed Payoneer Global nine months after Advent International took the Montreal processor private in a $6.3 billion leveraged buyout. Payoneer shares jumped 27% in pre-market trading before the Nasdaq halted the stock at $6.89.

Payoneer operates a cross-border payments platform serving 5 million businesses across 190 markets, processing remittances and marketplace disbursements for Amazon sellers, Airbnb hosts, and freelance workers on Upwork. The company posted $892 million in revenue for the twelve months ending September 2024, up 19% year-over-year, with EBITDA margins near 22%. Nuvei processed $265 billion in transaction volume in 2024 across e-commerce, digital wallets, and alternative payment rails in 50 countries. The combined entity will handle over $320 billion in annualized volume.

The timing reveals Advent's thesis on payments consolidation during the private equity window between 2024 and 2027. Nuvei went private in May 2024 at $34 per share after trading as low as $19 in March 2023 following a short-seller report from Spruce Point Capital alleging inflated metrics. Advent paid 8.2x trailing revenue, a 40% discount to Adyen's public multiple at the time. Payoneer traded at 4.1x revenue before the offer, penalized for lumpy SMB customer cohorts and exposure to gig-economy platforms with compressed take rates. Nuvei is paying 3.1x forward revenue, financing the deal through a mix of Advent equity and a $1.4 billion term loan from JPMorgan and Goldman Sachs at SOFR + 475 basis points.

The integration centers on routing efficiency and merchant interchange arbitrage. Payoneer holds direct banking relationships in 70 countries and settlement licenses in jurisdictions where Nuvei relies on correspondent partnerships, cutting 18-24 hours off cross-border settlement windows. Nuvei's European acquiring infrastructure can onboard Payoneer's marketplace sellers at lower blended rates than Payoneer's current 2.3% take. The deal also consolidates two overlapping customer bases: Shopify merchants using Nuvei for checkout and Payoneer for supplier payments can now run both rails on a single API.

Allocators should track three follow-on moves. First, Nuvei will likely refinance Payoneer's $550 million convertible notes due 2026 within 90 days, eliminating a near-term maturity before integration costs hit the P&L. Second, Advent typically holds payment assets for 4-5 years; expect a dual-track exit process starting in late 2026, either through a SPAC combination or a sale to Fiserv, which walked away from a Payoneer approach in 2023. Third, watch for margin compression in Q2 2025 as Nuvei absorbs Payoneer's higher-cost SMB servicing model, particularly in Latin America where fraud loss rates run 120 basis points above Nuvei's corporate book.

Nuvei's CFO confirmed the deal will close in Q2 2025 subject to CFIUS review, with no antitrust concerns flagged in the US or EU. Payoneer shareholders vote on March 18.