# OpenPayd Global Holdings Ltd (OP) — merger/spac_merger [pending]
Source: SEC API (secapi.ai) · situation sit_6bf6e7ca27521dd677d0 · retrieved 2026-08-11T16:11:05.402Z

## Overview
OpenPayd is a global financial infrastructure platform for programmable money movement, connecting traditional financial rails with digital asset networks through a single API to enable businesses to access global accounts, FX, domestic and cross-border payments, open banking capabilities and stablecoin on- and off-ramp infrastructure.

OpenPayd Global Holdings Limited and Titan Acquisition Corp (Nasdaq: TACH) entered into a definitive business combination agreement dated June 1, 2026. Under the agreement, Titan will merge with and into PubCo (a newly formed entity), with PubCo surviving and acquiring OpenPayd's issued share capital. Upon completion, OpenPayd will become a wholly owned subsidiary of PubCo, which will be the publicly listed parent company. The transaction contemplates aggregate consideration to OpenPayd shareholders based on a value of $800 million, less a share-based transaction fee payable to an adviser, and is expected to provide OpenPayd with up to approximately $276 million in gross proceeds from Titan's trust account (assuming no redemptions by Titan public shareholders and before transaction expenses). The combined company is expected to be listed on Nasdaq under the ticker symbol "OP" and close in the fourth quarter of 2026, subject to customary closing conditions including shareholder approval, regulatory approvals, and satisfaction of a minimum aggregate transaction proceeds condition of $130 million.

## Terms
- Counterparty: Titan Acquisition Corp · Deal value: $800.0M · Stake: 64.3% · Price/share: $10

## Key dates
- Announced 2026-06-02 · Expected close 2026-12-31

## Timeline
- 2026-06-02 · 425 (0001829126-26-005932): 425 - OpenPayd Global Holdings Ltd — *OpenPayd is a financial infrastructure platform providing stablecoin and payment services; the company has built its market-leading platform without outside capital to date.* OpenPayd Holdings Limited has entered into a definitive agreement to combine with Titan Acquisition Corp, a publicly traded SPAC. Upon completion of the Business Combination, OpenPayd will become a publicly traded company on Nasdaq through a newly formed parent entity, OpenPayd Global Holdings Limited (Pubco). The transaction values OpenPayd at $1.145 billion on a pro-forma basis, assuming $276 million of capital available in the SPAC trust and no redemptions by Titan shareholders. The transaction is expected to close in the second half of 2026, subject to customary closing conditions including approval by Titan shareholders, receipt of required regulatory approvals, and satisfactory completion of closing deliverables.
  https://www.sec.gov/Archives/edgar/data/2119416/0001829126-26-005932.txt
- 2026-06-02 · 425 (0001829126-26-005937): 425 - OpenPayd Global Holdings Ltd — *OpenPayd is a financial infrastructure company that powers global money movements and provides universal financial infrastructure for capital and payments.* OpenPayd Global Holdings Limited has entered into a definitive agreement to combine with Titan Acquisition Corp, a publicly listed special purpose acquisition company. The transaction is expected to value OpenPayd at over $1 billion and result in OpenPayd becoming a publicly traded company listed on the Nasdaq stock exchange. The transaction is expected to close towards the end of 2026, subject to securing capital and customary regulatory and shareholder approvals.
  https://www.sec.gov/Archives/edgar/data/2119416/0001829126-26-005937.txt
- 2026-06-02 · 425 (0001829126-26-005934): 425 - OpenPayd Global Holdings Ltd — *OpenPayd Holdings Limited is a financial technology company providing payment solutions and services to customers.* OpenPayd Holdings Limited has entered into a definitive Business Combination Agreement dated June 1, 2026, with Titan Acquisition Corp (a publicly traded SPAC) and newly formed parent entity OpenPayd Global Holdings Limited (Pubco). At closing, Titan will merge with and into Pubco, and OpenPayd shareholders will exchange their shares for newly issued ordinary shares of Pubco. The aggregate merger consideration to OpenPayd shareholders equals $800,000,000 minus settlement of certain transactional liabilities including financial advisor fees. Pubco is expected to be listed on Nasdaq. Closing is subject to customary conditions including Titan shareholder approval, regulatory approvals, and other conditions, with closing anticipated in the fourth quarter of 2026.
  https://www.sec.gov/Archives/edgar/data/2119416/0001829126-26-005934.txt
- 2026-06-02 · 425 (0001829126-26-005936): 425 - OpenPayd Global Holdings Ltd — *OpenPayd builds financial infrastructure for money movements around the world, providing inclusive universal financial infrastructure that powers global payments.* OpenPayd Global Holdings Ltd has entered into a definitive agreement to combine with Titan Acquisition Corp, a publicly listed special purpose acquisition company. Upon completion, OpenPayd is expected to become a publicly traded company on the Nasdaq stock exchange, valued at over $1 billion. The transaction is expected to close towards the end of 2026, subject to securing capital and the necessary regulatory and shareholder approvals.
  https://www.sec.gov/Archives/edgar/data/2119416/0001829126-26-005936.txt
- 2026-06-02 · 425 (0001829126-26-005930): 425 - OpenPayd Global Holdings Ltd — *OpenPayd Global Holdings Ltd operates a financial infrastructure platform at the intersection of traditional finance and digital assets, enabling businesses to move and manage money seamlessly across fiat rails and blockchain networks via stablecoins.* OpenPayd Global Holdings Ltd announced an agreement with Titan Acquisition Corp (a blank-check company) to become a publicly listed company on Nasdaq upon completion of the transaction. OpenPayd's financial infrastructure platform operates at the intersection of traditional finance and digital assets, enabling businesses to move and manage money seamlessly across fiat rails and blockchain networks via stablecoins. The transaction is expected to be documented in a registration statement on Form F-4 to be filed with the SEC, with a definitive proxy statement/prospectus to be sent to Titan shareholders for approval.
  https://www.sec.gov/Archives/edgar/data/2119416/0001829126-26-005930.txt
- 2026-06-02 · 425 (0001829126-26-005931): 425 - OpenPayd Global Holdings Ltd — *OpenPayd is a financial infrastructure company focused on global money movement.* OpenPayd Global Holdings Ltd entered into a definitive agreement to combine with Titan Acquisition Corp., a publicly listed special purpose acquisition company. Upon completion, OpenPayd is expected to become a publicly traded company on the Nasdaq stock exchange in the United States, with the combined entity valued at over $1 billion.
  https://www.sec.gov/Archives/edgar/data/2119416/0001829126-26-005931.txt
- 2026-06-02 · 425 (0001829126-26-005933): 425 - OpenPayd Global Holdings Ltd — *OpenPayd Global Holdings Ltd is a global provider of financial infrastructure and embedded banking services, offering API-driven payments, accounts, and compliance solutions to fintechs, enterprises, and financial institutions, with $85M+ annualized revenue and $240B+ annualized transaction volume as of March 31, 2026.* Titan Acquisition Corp. (a SPAC) intends to complete a business combination with OpenPayd Global Holdings Ltd, a global provider of financial infrastructure and embedded banking services. The transaction implies a pro forma combined enterprise value of approximately $881.2 million at a $10.00 per share price, with 124.5 million pro forma shares outstanding. Existing OpenPayd shareholders would roll over 100% of their equity. The business combination is to be funded by a combination of Titan cash held in trust ($276 million remaining) and PIPE financing ($100 million at $10.00 per share, not yet committed). Pro forma ownership: OpenPayd Rollover Equity 64.3% (80.0M shares), Public Shareholders 22.2% (27.6M shares), PIPE Shares 8.0% (10.0M shares), Sponsor Shares 4.7% (5.9M shares), and Sponsor Shares Transferred to OpenPayd Founder 0.8% (1.0M shares).
  https://www.sec.gov/Archives/edgar/data/2119416/0001829126-26-005933.txt
- 2026-08-03 · 425 (0001829126-26-008275): 425 - OpenPayd Global Holdings Ltd — *OpenPayd is a global financial infrastructure platform for programmable money movement, connecting traditional financial rails with digital asset networks through a single API to enable businesses to access global accounts, FX, domestic and cross-border payments, open banking capabilities and stablecoin on- and off-ramp infrastructure.* OpenPayd Global Holdings Limited and Titan Acquisition Corp (Nasdaq: TACH) entered into a definitive business combination agreement dated June 1, 2026. Under the agreement, Titan will merge with and into PubCo (a newly formed entity), with PubCo surviving and acquiring OpenPayd's issued share capital. Upon completion, OpenPayd will become a wholly owned subsidiary of PubCo, which will be the publicly listed parent company. The transaction contemplates aggregate consideration to OpenPayd shareholders based on a value of $800 million, less a share-based transaction fee payable to an adviser, and is expected to provide OpenPayd with up to approximately $276 million in gross proceeds from Titan's trust account (assuming no redemptions by Titan public shareholders and before transaction expenses). The combined company is expected to be listed on Nasdaq under the ticker symbol "OP" and close in the fourth quarter of 2026, subject to customary closing conditions including shareholder approval, regulatory approvals, and satisfaction of a minimum aggregate transaction proceeds condition of $130 million.
  https://www.sec.gov/Archives/edgar/data/2119416/0001829126-26-008275.txt

## Citations
- 0001829126-26-005932 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000182912626005932
- 0001829126-26-005937 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000182912626005937
- 0001829126-26-005934 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000182912626005934
- 0001829126-26-005936 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000182912626005936
- 0001829126-26-005930 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000182912626005930
- 0001829126-26-005931 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000182912626005931
- 0001829126-26-005933 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000182912626005933
- 0001829126-26-008275 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000182912626008275