Buckley Capital opposes Priority Technology take-private proposal

Buckley Capital Advisors, which holds approximately 2.2% of Priority Technology Holdings Inc. (NASDAQ: PRTH) shares, announced its opposition to a take-private proposal from the company's controlling shareholder.

Thomas C. Priore, Priority Technology's Chairman and CEO, submitted a preliminary non-binding proposal on November 9, 2025, to acquire the remaining shares not owned by his investor group for $6.00 to $6.15 per share in cash. Priore and his affiliated entities currently control approximately 60% of the company's outstanding shares.

Buckley Capital, through its affiliate Buckley Capital Partners which owns 1,805,819 shares, sent a letter to Priority Technology's board stating the proposal "drastically undervalues PRTH" and represents an "opportunistic attempt" to acquire the company without paying full value.

The firm argues Priority Technology's intrinsic value ranges from $15 to $20 per share based on sum-of-the-parts analysis. Buckley estimates the company will report earnings per share of approximately $1.30 in 2026, suggesting shares should trade at 15 times earnings, or $19.50 per share.

Priority Technology operates three main segments: SMB, B2B, and Enterprise. The company has an adjusted EBITDA margin of approximately 24%, with over 90% of its business classified as recurring or reoccurring revenue.

Buckley Capital called for the special committee of Priority Technology's board to reject the proposal and conduct a transparent review of strategic alternatives. The firm noted that sell-side analysts have price targets ranging from $9 to $13 per share, significantly above the proposed acquisition price.

The information is based on a statement from Buckley Capital Advisors.

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