Priority Technology Holdings (NASDAQ:PRTH) shares jumped 12% on Monday after CEO and largest individual shareholder Thomas Priore submitted a proposal to take the payments technology company private.
According to the proposal, Priore—together with affiliated entities that collectively own about 60% of the company’s outstanding shares—offered to acquire the remaining equity for $6.00 to $6.15 per share in cash. The bid represents a 23% to 26% premium over Priority’s closing price on November 7, 2025, valuing the firm at roughly $510 million to $520 million.
In a letter addressed to the company’s board, Priore said the offer would “deliver immediate, certain and compelling value to minority shareholders and will enable the Company to thrive as a private enterprise.” He added that while Priority has established “a strong track record of free cash flow through various economic cycles,” it has been “consistently undervalued” by public markets.
The proposed transaction would be financed through a combination of equity and new debt, with no financing contingency, ensuring deal certainty. Under the terms of the proposal, all existing stock options, RSUs, and other equity awards would vest immediately and be paid out in cash at the per-share purchase price upon closing.
The CEO’s offer is contingent on the formation of a special committee of independent directors to evaluate the proposal and negotiate a definitive agreement under customary terms.
If completed, the deal would take Priority private under Priore’s leadership, allowing the company to pursue long-term strategic goals outside the pressures of the public markets.