Nayax completes $137 million securities offering

HERZLIYA, Israel – Nayax Ltd. (NASDAQ:NYAX; TASE:NYAX), a global commerce enablement and payment platform with a market capitalization of $1.31 billion, has announced the completion of a Notes and Warrants Offering in Israel, raising approximately $137.1 million. The company, which has demonstrated impressive revenue growth of 33.34% over the last twelve months, maintains a moderate debt level according to InvestingPro analysis. The offering, which occurred on Monday, consisted of 486,291 units, each comprising NIS 1,000 principal amount of Notes and three Warrants, at a price of NIS 1,021 per unit. This offering was oversubscribed by 93.3%.

The securities will be listed for trading on the Tel-Aviv Stock Exchange. The company aims to utilize the net proceeds, which are estimated to be around $134.3 million after deductions, for general corporate purposes. These include debt repayment and potential acquisitions and investments.

The terms of the Notes include a fixed annual interest rate of 5.9% and a maturity date of September 30, 2030. The principal of the Notes will be repaid in four unequal annual installments starting in September 2027. This debt offering comes at a time when Nayax maintains healthy financial metrics, with a current ratio of 1.31 and a debt-to-equity ratio of 0.33. While currently not profitable, InvestingPro data indicates analysts expect the company to achieve profitability this year. Additionally, the first coupon payment will reflect a rate of 3.28137% for the period from today until September 29, 2025.

Each Warrant issued in the offering is exercisable into one Ordinary Share at an exercise price of NIS 177.80, representing a 37% premium over the closing price as of March 6, 2025. The Warrants will expire on March 31, 2027, with the exercise price subject to adjustments based on the NIS-to-USD exchange rate.

Nayax has also agreed to maintain certain financial ratios and restrictions on dividends and share buy-backs, as long as the Notes are outstanding. These include maintaining a minimum of $80 million in equity and an equity-to-assets ratio of at least 21%. Dividend payments or share buy-backs are conditional on the company’s equity being at least $120 million and the equity-to-assets ratio being at least 29%.

The offering was made exclusively in Israel, with the securities not registered under the U.S. Securities Act of 1933. Consequently, they may not be offered or sold in the United States or to U.S. Persons without registration or an exemption from registration requirements.

Nayax’s announcement also contained forward-looking statements regarding market conditions and the company’s expectations, subject to various risks and uncertainties.

The information provided is based on a press release statement from Nayax Ltd. The company has shown strong market performance, with a 43.34% price return over the past six months. For deeper insights into Nayax’s financial health and growth prospects, investors can access comprehensive analysis and additional ProTips through InvestingPro’s detailed research reports, available as part of their coverage of 1,400+ US equities.

In other recent news, Nayax Ltd reported its fourth-quarter 2024 earnings, revealing a significant miss on earnings per share (EPS) expectations. The company posted an EPS of -0.16, falling short of the forecasted 0.03, with revenue for the quarter at $89 million, below the anticipated $91.84 million. Despite this, Nayax showed a robust year-over-year performance for the full year 2024, with revenue increasing by 33% to $314 million. The company emphasized its strong growth in recurring revenue, which surged by 47%, now accounting for 71% of total revenue. Nayax’s management aims for 30-35% revenue growth in 2025, targeting $410-$425 million. In related developments, Keefe, Bruyette & Woods raised Nayax’s stock price target to $38, maintaining a Market Perform rating, citing anticipated mergers and acquisitions as positive contributors to the company’s future. Keefe’s analysis also indicated that Nayax’s expense management significantly bolstered its financial outcomes, leading to an Adjusted EBITDA of $12.8 million, exceeding their estimate. These recent developments highlight Nayax’s strategic focus on organic growth and mergers and acquisitions to drive future performance.