PayPal’s board has looked at the biggest check in fintech history and decided it is not big enough. Directors reviewing the roughly $53 billion joint takeover offer from Stripe and private equity firm Advent International now consider the bid too low, people familiar with the talks said this week, and they are meeting as soon as Monday to decide what comes next.
The offer landed earlier this month at $60.50 per share in cash. That is about a 28% premium over where PayPal stock closed the day before the news broke. On paper it would be the largest fintech acquisition ever, and a strange one too: a venture-backed private company trying to swallow a member of the S&P 500.
PayPal has not issued a formal answer yet. But the message leaking out of the boardroom this week is pretty clear. Not enough.
What Stripe and Advent actually offered
The structure here is unusual. Stripe and Advent want to own PayPal together, splitting it 50/50, and they say they have no plans to break the company apart.
To fund it, the two lined up around $50 billion in committed financing from JPMorgan and Morgan Stanley. On top of the debt, Stripe and Advent are putting in roughly $17 billion of their own equity.
Here is the deal at a glance:
- Offer price: $60.50 per share in cash
- Total value: roughly $53 billion
- Premium: about 28% over the prior close
- Bank financing: around $50 billion (JPMorgan, Morgan Stanley)
- Equity from the bidders: about $17 billion
- Ownership split: 50/50 between Stripe and Advent
For context, PayPal still runs one of the largest payment networks on earth. It counts roughly 440 million active accounts and moved about $1.8 trillion in payment volume last year. Stripe processed a touch more, around $1.9 trillion, and was last valued at $159 billion back in February.
Why the board thinks $53 billion is too cheap
The core objection is timing. PayPal is in the middle of a turnaround, and the board seems to believe the stock does not yet reflect what the company could be worth if that plan actually works.
Enrique Lores took over as chief executive in March and has been cutting hard. The plan calls for at least $1.5 billion in cost savings over the next two to three years, plus a workforce reduction of around 20%. Sell now, the thinking goes, and shareholders hand Stripe all of the upside.
There is also plain skepticism about the offer itself. Directors have flagged worries about whether the financing holds together and how regulators will react. PayPal has brought in Goldman Sachs and Evercore to advise, which is not what you do when you plan to say yes quickly.
Block was in the room, then walked away
One detail that got buried under the headlines: Block was originally part of the group. Back in April, Stripe and Advent first approached PayPal alongside Jack Dorsey’s Block, floating a three-way consortium.
Block later exited before the current offer was submitted. No public reason has been given. Its departure left Stripe and Advent to carry the bid on their own, which is part of why the equity check grew and the structure landed on a straight 50/50 split.
The antitrust question hanging over everything
Put Stripe and PayPal under one roof and you get an eye-watering concentration of digital payments. Two of the biggest processors in the world, one owner. Regulators in Washington and Brussels are almost certain to take a long, slow look.
The bidders have already war-gamed this. One remedy on the table is carving out PayPal’s Braintree unit and handing it to Advent, which could fold it into its existing payments holdings, including Nuvei. That would trim the combined company’s footprint and, ideally, calm the antitrust nerves.
Whether that is enough to satisfy a skeptical regulator is a very open question. Deals this size can sit in review for a year or more.
What it means for merchants and shoppers
For now, nothing changes at checkout. PayPal, Venmo, Braintree, and Stripe all keep running exactly as they did yesterday.
The longer game is what merchants should watch. A combined Stripe and PayPal would control an enormous share of online payment rails, which cuts both ways. More scale can mean better tooling and fewer integrations to juggle. Less competition can mean pricing power drifts toward the processor and away from the businesses paying the fees.
If you run a store, this is a good week to remember that payment concentration is a real risk, and to keep a backup processor configured just in case.
What happens next
The board meets as soon as Monday, and a few paths open up from there:
- PayPal rejects the bid outright and bets on its own turnaround.
- It uses the “too low” signal to squeeze Stripe and Advent for a higher number.
- The pressure flushes out a rival bidder willing to top $60.50 a share.
Stripe and Advent, for their part, are still described as serious and still at the table. They want a deal. PayPal, today at least, wants more. The next move belongs to a boardroom in San Jose, and the whole payments industry is watching it.