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OpenPayd lists through Titan to pay for a US launch built on 43 acquired licenses

OpenPayd, a London payments firm with $73 million of revenue, expects its Titan merger to close by year-end and fund a US launch by April 2027. With 43 state licenses already bought, the listing mainly supplies cash and shares for the acquisitions its CEO says come next.

The Investor · Invest desk

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What happened

  • The merger still needs its SEC registration statement to become effective and a vote of Titan shareholders, and the combined company would trade as OP.
  • A company spokesperson said the latest year's $2.8 million net loss came entirely from $5.8 million of one-time costs tied to the merger.
  • Kraken, B2C2 and OKX are among the companies already moving money through OpenPayd's payments infrastructure.
  • Dimitrova said OpenPayd is also weighing a private placement before the merger closes to fund its growth plans.

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Why it matters

  • cost The merger's one-time fees equal about 45% of a year's EBITDA, and existing shareholders bore them in the latest year's results.
  • constraint A year-end close leaves about four months before the April 2027 launch target, so any slip in SEC review or the Titan vote comes straight out of launch time.
  • decision Titan shareholders must approve the deal before OpenPayd's US service exists, judging a US business that so far consists of 43 licenses and a target date.

OpenPayd makes money at the EBITDA line. Revenue rose $16 million from $57 million a year earlier [6], growth of about 28% [1]. EBITDA of $13 million [7] is a margin of roughly 18% on $73 million of sales [2]. If the spokesperson's explanation of the loss is right, the year shows about $3.0 million of profit before the deal costs [3].

The cash Titan brings cannot be counted yet. The reporting does not include how much money Titan holds or the deal's implied valuation. Dimitrova said a listing would give OpenPayd capital and publicly traded shares to use in deals and partnerships [17]. She said she wants businesses that add licenses or technology, so OpenPayd can launch faster than it could by building them itself [9].

If the merger closes by year-end, as she expects [1], the cash and the shares both arrive before the April 2027 target [4]. If the registration statement or the Titan vote slips [2], the private placement she is considering [10] becomes the money that pays for the launch. I'd expect the shares to matter as much as the cash in either case. The US business already began as a purchase, when MSB USA Inc. and its 43 licenses joined the group last month [5]. The deals she describes are the ones she said listed stock would pay for [17]. The counter-case is a Titan cash balance large enough to make the stock a side tool. If OpenPayd's first US move after closing is an in-house build with no acquisition, the counter-case is right.

As a US competitor, OpenPayd would arrive already connected to Circle Payments Network for cross-border payments, and it sits inside Fireblocks' payments network, where other participants can reach its fiat infrastructure [12]. Dimitrova said "there is no public market competitor that has the same combination of fiat and stablecoin capabilities that OpenPayd can deliver today" [13]. Her test counts only listed companies. Crypto firms are reaching the market at different speeds: RedotPay is pressing on with US IPO preparations, while Kraken parent Payward has pushed its listing to the second quarter of 2027 at the earliest [15].

OpenPayd is also not waiting for US legislation [14]. Dimitrova called delays to US digital-asset market-structure legislation a setback but said they had not changed the decision to expand there [14]. The GENIUS Act already set a federal framework for payment stablecoins [18].

What to watch

  • The date OpenPayd's registration statement goes effective and Titan shareholders vote, against the year-end close Dimitrova expects.
  • The size and terms of any private placement OpenPayd raises before the merger closes.
  • Results for the year ending April 30, 2027, the first to carry spending for the US launch.
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